This page contains an example definition of Good Reason, followed by definitions with minor variations. You can view the differences between the example and variations by selecting the "Show Differences" option.
Good Reason. The occurrence of any one or more of the following events without the Participant's prior written consent, unless the Company or its subsidiaries fully corrects the circumstances constituting Good Reason (provided such circumstances are capable of correction) as provided below: (a) a change in the Participant's position with the Company or a subsidiary which materially diminishes such Participant's duties, responsibilities, or authority; (b) a material diminution of the Participant's... Base Compensation and/or Target Bonus; or (c) a relocation of the Participant's principal place of employment by more than twenty (20) miles. Notwithstanding the foregoing, the Participant will not be deemed to have resigned for Good Reason unless (1) the Participant provides the Company or its subsidiaries with written notice setting forth in reasonable detail the facts and circumstances claimed by the Participant to constitute Good Reason within 90 days after the date of the occurrence of any event that the Participant knows or should reasonably have known to constitute Good Reason, (2) the Company or its subsidiaries fails to cure such acts or omissions within 30 days following its receipt of such notice, and (3) the effective date of the Participant's termination for Good Reason occurs no later than 60 days after the expiration of such cure periodView More
Good Reason. The occurrence of any one or more of the following events without the Participant's prior written consent, unless the Company or its subsidiaries fully corrects the circumstances constituting Good Reason (provided such circumstances are capable of correction) as provided below: (a) a change in the Participant's position with the Company or a subsidiary which materially diminishes such Participant's duties, responsibilities, or authority; (b) a material diminution of the Participant's Base ... class="diff-color-red">Compensation and/or Target Bonus; Compensation; or (c) a relocation of the Participant's principal place of employment by more than twenty (20) forty (40) miles. Notwithstanding the foregoing, the Participant will not be deemed to have resigned for Good Reason unless (1) the Participant provides the Company or its subsidiaries with written notice setting forth in reasonable detail the facts and circumstances claimed by the Participant to constitute Good Reason within 90 days after the date of the occurrence of any event that the Participant knows or should reasonably have known to constitute Good Reason, (2) the Company or its subsidiaries fails to cure such acts or omissions within 30 days following its receipt of such notice, and (3) the effective date of the Participant's termination for Good Reason occurs no later than 60 days after the expiration of such the Company's cure period period. View More
Good Reason. The the occurrence of any one or more of the following events events, without the Participant's prior written consent, unless consent: (a)a material reduction (at the direction of the Company) in the value of the Participant's total compensation package (salary, wages, bonus opportunity, equity or other long-term incentive award opportunities, and benefits) if such a reduction is not linked to the performance of the Company or one or more of its business units or subsidiaries fully corrects the... circumstances constituting Good Reason (provided such circumstances are capable or made in proportion to an across-the-board reduction for all similarly-situated employees of correction) as provided below: (a) a change in the Participant's position with the Company or a subsidiary which materially diminishes such Participant's duties, responsibilities, the applicable business unit or authority; (b) a material diminution of the Participant's Base Compensation and/or Target Bonus; employing subsidiary; or (c) a (b)the relocation of the Participant's principal place of employment by Company office to a location more than twenty (20) miles. 25 miles from its location as of the date of the Participant's Participation Notice, except for required travel on the Company's business to the extent necessary to fulfill the Participant's obligations to the Company or any of its subsidiaries or affiliates. Notwithstanding the foregoing, the Participant will not be deemed to have resigned for Good Reason unless (1) the Participant provides the Company or its subsidiaries with written notice setting forth in reasonable detail the facts and circumstances claimed by the Participant to constitute Good Reason within 90 days after the date of the occurrence of any event that the Participant knows or should reasonably have known to constitute Good Reason, (2) the Company or its subsidiaries fails to cure such acts or omissions within 30 days following its receipt of such notice, and (3) the effective date of the Participant's termination for Good Reason occurs no later than 60 30 days after the expiration of such the Company's cure period period. View More
Good Reason. The the occurrence of any one or more of the following events without the Participant's prior written consent, unless the Company or its subsidiaries fully corrects the circumstances constituting Good Reason (provided such circumstances are capable of correction) as provided below: (a) a change material diminution in the Participant's position with (including status, offices, titles and reporting requirements), authority, duties or responsibilities, excluding for this purpose any isolated,... insubstantial or inadvertent actions not taken in bad faith and which are remedied by the Company or a subsidiary which materially diminishes such Participant's duties, responsibilities, or authority; promptly after receipt of notice thereof given by the Participant; (b) a material diminution change in the geographic location at which the Participant performs his or her principal duties for the Company to a new location that is more than 30 miles from the location at which the Participant performs his or her principal duties for the Company as of the date on which the Participant first becomes a Participant in the Plan; or (c) any material reduction in the Participant's Base Compensation and/or Target Bonus; or (c) a relocation of the Participant's principal place of employment by more than twenty (20) miles. Compensation. Notwithstanding the foregoing, the Participant will not be deemed to have resigned for Good Reason unless (1) the Participant provides written notice to the Company or its subsidiaries with written notice setting forth in reasonable detail the facts and circumstances claimed by the Participant to constitute Good Reason within 90 days after the date of the occurrence of any event that the Participant knows or should reasonably have known to constitute Good Reason, Reason; (2) the Company or its subsidiaries fails to cure such acts or omissions within 30 days following its receipt of such notice, notice; and (3) the effective date of the Participant's termination for Good Reason occurs no later than 60 days after the expiration of such the Company's cure period period. With respect to the foregoing definition, the term 'Company' will be interpreted to include any subsidiary, parent, affiliate, or any successor thereto, if appropriate. View More
Good Reason. The the occurrence of any one or more of the following events without the Participant's prior written consent, unless the Company or its subsidiaries fully corrects the circumstances constituting Good Reason (provided such circumstances are capable of correction) as provided below: (a) a change (a)a material diminution in the Participant's position with (including status, offices, titles and reporting requirements), authority, duties or responsibilities, excluding for this purpose any isolated,... insubstantial or inadvertent actions not taken in bad faith and which are remedied by the Company promptly after receipt of notice thereof given by the Participant; (b)a material change in the geographic location at which the Participant performs his or her principal duties for the Company to a subsidiary new location that is more than 30 miles from the location at which materially diminishes such Participant's duties, responsibilities, the Participant performs his or authority; (b) her principal duties for the Company as of the date on which the Participant first becomes a Participant in the Plan; or (c)any material diminution of reduction in the Participant's Base Compensation and/or Target Bonus; or (c) a relocation of the Participant's principal place of employment by more than twenty (20) miles. Compensation. Notwithstanding the foregoing, the Participant will not be deemed to have resigned for Good Reason unless (1) the Participant provides written notice to the Company or its subsidiaries with written notice setting forth in reasonable detail the facts and circumstances claimed by the Participant to constitute Good Reason within 90 days after the date of the occurrence of any event that the Participant knows or should reasonably have known to constitute Good Reason, Reason; (2) the Company or its subsidiaries fails to cure such acts or omissions within 30 days following its receipt of such notice, notice; and (3) the effective date of the Participant's termination for Good Reason occurs no later than 60 days after the expiration of such the Company's cure period period. With respect to the foregoing definition, the term "Company" will be interpreted to include any subsidiary, parent, affiliate, or any successor thereto, if appropriate. View More