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. If Executive resigns his employment with the Company as a result of one or more of the following actions (in each case taken without Executive's written consent): (i) a reduction in Executive's Base Salary (other than as part of an across-the-board reduction that (A) results in a 10% or less reduction of Executive's Base Salary as in effect on the date of any such reduction or (B) is approved by the Chief Executive Officer of the Company), (ii) a material diminution of Executive's job duties or... responsibilities inconsistent with Executive's position, which shall include, without limitation, Executive's removal from the position specified in Section 2(a) or the Company's hiring an individual at an equivalent or senior level to Executive to perform substantially the same duties and responsibilities set forth in Section 2(a)); (iii) any other material breach by the Company or Acadia (or their successors) of this Agreement; or (iv) a relocation of the Company's and Acadia's principal executive offices and corporate headquarters outside of a thirty (30) mile radius of Nashville, Tennessee; provided that, none of the events described in clauses (i) through (iv) above shall constitute Good Reason unless Executive shall have notified the Company and/or Acadia in writing describing the event which constitutes Good Reason within ninety (90) days after the occurrence of such event and then only if the Company and/or Acadia and the Subsidiaries shall have failed to cure such event within thirty (30) days after the Company's and/or Acadia's receipt of such written notice and Executive elects to terminate his employment as a result at the end of such thirty (30) day period.View More
Good Reason. If shall mean if Executive resigns his her employment with the Company as a result of one or more of the following actions (in each case taken without Executive's written consent): (i) a reduction in Executive's Base Salary (other than as part of an across-the-board reduction that (A) results in a 10% or less reduction of Executive's Base Salary as in effect on the date of any such reduction or (B) is approved by the Chief Executive Officer of the Company), Salary, (ii) a material diminution of... Executive's job duties or responsibilities inconsistent with Executive's position, which shall include, without limitation, Executive's removal from the position specified in Section 2(a) 1(a) or the Company's hiring an individual at an equivalent or senior level to Executive to perform substantially the same duties and responsibilities set forth in Section 2(a)); 1(a)); (iii) any other material breach by the Company or Acadia (or their successors) of this Agreement; or (iv) a relocation of the Company's and Acadia's principal executive offices and corporate headquarters outside of a thirty (30) mile radius of Nashville, Tennessee; provided that, none of the events described in clauses (i) through (iv) above shall constitute Good Reason unless Executive shall have notified the Company and/or Acadia in writing describing the event which constitutes Good Reason within ninety (90) days after the occurrence of such event and then only if the Company and/or Acadia and the Subsidiaries shall have failed to cure such event within thirty (30) days after the Company's and/or Acadia's receipt of such written notice and Executive elects to terminate his her employment as a result at the end of such thirty (30) day period. View More
Good Reason. If if Executive resigns his employment with the Company (a) as a result of one or more of the following actions (in each case taken without Executive's written consent): (i) a reduction in Executive's Base Salary (other than as part of an across-the-board reduction that (A) results in a 10% or less reduction of Executive's Base Salary as in effect on the date of any such reduction or (B) is approved by the Chief Executive Officer of the Company), (ii) a material diminution of Executive's job... duties or responsibilities inconsistent with Executive's position, which shall include, without limitation, Executive's removal from the position specified in Section 2(a) or the Company's hiring an individual at an equivalent or senior level to Executive to perform substantially the same duties and responsibilities set forth in Section 2(a)); (iii) any other material breach by the Company or Acadia Holdings (or their successors) of this Agreement; or (iv) a relocation of the Company's and Acadia's Holdings' principal executive offices and corporate headquarters outside of a thirty (30) mile radius of Nashville, Tennessee; Tennessee following relocation thereto in accordance with Section 1; provided that, none of the events described in clauses (i) through (iv) above shall constitute Good Reason unless Executive shall have notified the Company and/or Acadia Holdings in writing describing the event which constitutes Good Reason within ninety (90) days after the occurrence of such event and then only if the Company and/or Acadia Holdings and the Subsidiaries shall have failed to cure such event within thirty (30) days after the Company's and/or Acadia's Holdings' receipt of such written notice and Executive elects to terminate his employment as a result at the end of such thirty (30) day period. period, or (b) for any reason within 180 days following a Sale of the LLC (as defined in the LLC Agreement). View More
Good Reason. If if Executive resigns his employment with the Company (a) as a result of one or more of the following actions (in each case taken without Executive's written consent): (i) a reduction in Executive's Base Salary (other than as part of an across-the-board reduction that (A) results in a 10% or less reduction of Executive's Base Salary as in effect on the date of any such reduction or (B) is approved by the Chief Executive Officer of the Company), (ii) a material diminution of Executive's job... duties or responsibilities inconsistent with Executive's position, which shall include, without limitation, Executive's removal from the position specified in Section 2(a) or the Company's hiring an individual at an equivalent or senior level to Executive to perform substantially the same duties and responsibilities set forth in Section 2(a)); 2(a); (iii) any other material breach by the Company or Acadia Holdings (or their successors) of this Agreement; or (iv) a relocation of the Company's and Acadia's principal executive offices and corporate headquarters place of employment of Executive outside of a thirty (30) mile radius of Nashville, Tennessee; such location as determined in accordance with Section 1; provided that, none of the events described in clauses (i) through (iv) above shall constitute Good Reason unless Executive shall have notified the Company and/or Acadia Holdings in writing describing the event which constitutes Good Reason within ninety (90) days after the occurrence of such event and then only if the Company and/or Acadia Holdings and the Subsidiaries shall have failed to cure such event within thirty (30) days after the Company's and/or Acadia's Holdings' receipt of such written notice and Executive elects to terminate his employment as a result at the end of such thirty (30) day period. period, or (b) for any reason within 180 days following a Sale of the LLC (as defined in the LLC Agreement). View More
Good Reason. If if Executive resigns his employment with the Company as a result of one or more of the following actions (in each case taken without Executive's written consent): (i) a reduction in Executive's Base Salary (other than as part of an across-the-board reduction that (A) results in a 10% or less reduction of Executive's Base Salary as in effect on the date of any such reduction or (B) is approved by the Chief Executive Officer of the Company), (ii) a material diminution of Executive's job duties... or responsibilities inconsistent with Executive's position, which shall include, without limitation, Executive's removal from the position specified in Section 2(a) or 2(a); (iii) the Company's hiring an individual at an equivalent or senior level failure by the Company to nominate Executive to perform substantially serve on the same duties and responsibilities set forth Board in violation of Section 2(a)); (iii) 2(b) or removal of Executive from the Board without Cause; or (iv) any other material breach by the Company or Acadia (or their successors) of this Agreement; or (iv) a relocation of the Company's and Acadia's principal executive offices and corporate headquarters outside of a thirty (30) mile radius of Nashville, Tennessee; provided that, none of the events described in clauses (i) through (iv) above shall constitute Good Reason unless Executive shall have notified the Company and/or Acadia in writing describing the event which constitutes Good Reason within ninety (90) days after the occurrence of such event and then only if the Company and/or Acadia and the Subsidiaries shall have failed to cure such event within thirty (30) days after the Company's and/or Acadia's receipt of such written notice and Executive elects to terminate his employment as a result at the end of such thirty (30) day period. View More
