Good Reason Definition Example with 11 Variations

Good Reason. Will mean, without your the Employee's consent, the occurrence of any one or more of the following during the Term: (i) following: i. a material diminution in your Employee's authority, duties or responsibilities; (ii) ii. any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group ManpowerGroup for the payment or provision of compensation or other benefits to you; (iii) Employee; iii. a material diminution in your Employee's base... salary or a failure by the Manpower Group ManpowerGroup to provide an arrangement for you Employee for any fiscal year of the Manpower Group ManpowerGroup giving you Employee the opportunity to earn an incentive bonus for such year; (iv) your iv. Employee's being required by the Corporation to materially change the location of your his principal office; provided such new location is one in excess of fifty miles from the location of your Employee's principal office before such change; or (v) v. a material diminution in your Employee's annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) – (v) the provisions above, Good Reason does not exist unless (i) you object Employee objects to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your Employee's employment with the Manpower Group ManpowerGroup is terminated by you Employee within ninety (90) days after such diminution or breach occurs. occurs View More

Good Reason. Will will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) a material diminution in your authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group Consolidated ManpowerGroup for the payment or provision of compensation or other benefits to you; (ii) a material diminution in your base salary; (iii) a material diminution in your base... salary authority, duties or responsibilities, accompanied by a failure by the Manpower Group to provide an arrangement material reduction in your target bonus opportunity for you for any a given fiscal year (as compared to the prior fiscal year), except where all senior level executives have similar proportionate reductions in their target bonus percentages; (iv) a material diminution in your authority, duties or responsibilities which is not accompanied by a material reduction in your target bonus opportunity but which diminution occurs within two years after the occurrence of a Change of Control; (v) a material reduction in your annual target bonus opportunity for a given fiscal year (as compared to the Manpower Group giving you prior fiscal year) which is not accompanied by a material diminution in your authority, duties or responsibilities, but which reduction occurs within two years after the opportunity to earn an incentive bonus for such year; (iv) occurrence of a Change of Control; or (vi) your being required by the Corporation to materially change the location of your principal office; provided such new location is one in excess of fifty miles from the location of your principal office before such change; or (v) a material diminution in your annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. change. Notwithstanding Subsections 1(c)(i) 1(d)(i) – (v) (vi) above, Good Reason does not exist unless (i) you object to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your employment with the Manpower Group Consolidated ManpowerGroup is terminated by you within ninety (90) days after such diminution or breach occurs. Further, notwithstanding Subsections 1(d)(vi) above, Good Reason does not exist if, at a time that is not during a Protected Period or within two years after the occurrence of a Change of Control, the Corporation's Chief Executive Officer, in good faith and with a reasonable belief that the reassignment is in the best interest of the Consolidated ManpowerGroup, reassigns you to another senior executive level position in the Consolidated ManpowerGroup provided that your base compensation (either base salary or target bonus opportunity for any year ending after the date of reassignment) is not less than such base salary or target bonus opportunity in effect prior to such reassignment for the year in which such reassignment occurs. View More

Good Reason. Will will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) a material diminution in your authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group Consolidated ManpowerGroup for the payment or provision of compensation or other benefits to you; (ii) a material diminution in your base salary; (iii) a material diminution in your base... salary authority, duties or responsibilities, accompanied by a failure by the Manpower Group to provide an arrangement material reduction in your target bonus opportunity for you for any a given fiscal year (as compared to the prior fiscal year), except where all senior level executives have similar proportionate reductions in their target bonus percentages; (iv) a material diminution in your authority, duties or responsibilities which is not accompanied by a material reduction in your target bonus opportunity but which diminution occurs within two years after the occurrence of the Manpower Group giving you the opportunity to earn an incentive bonus for such year; (iv) your being required by the Corporation to materially change the location a Change of your principal office; provided such new location is one in excess of fifty miles from the location of your principal office before such change; or Control; (v) a material diminution reduction in your annual target bonus opportunity for a given fiscal year (as compared to the prior fiscal year) which is not accompanied by a material diminution in your authority, duties or responsibilities, but which reduction occurs within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Control. Notwithstanding Subsections 1(c)(i) 1(d)(i) – (v) above, Good Reason does not exist unless (i) you object to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your employment with the Manpower Group Consolidated ManpowerGroup is terminated by you within ninety (90) days after such diminution or breach occurs. View More

Good Reason. Will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) following: i. a material diminution in your Employee's authority, duties or responsibilities; (ii) ii. any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group ManpowerGroup for the payment or provision of compensation or other benefits to you; (iii) Employee; iii. a material diminution in your Employee's base salary or a... failure by the Manpower Group ManpowerGroup to provide an arrangement for you Employee for any fiscal year of the Manpower Group ManpowerGroup giving you Employee the opportunity to earn an incentive bonus for such year; (iv) your iv. Employee's being required by the Corporation to materially change the location of your his principal office; provided such new location is one in excess of fifty miles from the location of your Employee's principal office before such change; or (v) v. a material diminution in your Employee's annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) – (v) the provisions above, Good Reason does not exist unless (i) you object Employee objects to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your Employee's employment with the Manpower Group ManpowerGroup is terminated by you Employee within ninety (90) days after such diminution or breach occurs. occurs View More

Good Reason. Will will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) a material diminution in your authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Consolidated Manpower Group for the payment or provision of compensation or other benefits to you; (iii) a material diminution in your base salary or a failure by the Consolidated Manpower Group to provide... an arrangement for you for any fiscal year of the Consolidated Manpower Group giving you the opportunity to earn an incentive bonus for such year; (iv) your being required by the Corporation to materially change the location of your principal office; provided such new location is one in excess of fifty miles from the location of your principal office before such change; or (v) a material diminution in your annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) 1(d)(i) – (v) above, Good Reason does not exist unless (i) you object to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your employment with the Consolidated Manpower Group is terminated by you within ninety (90) days after such diminution or breach occurs. Further, notwithstanding Subsections 1(d)(i)-(v), above, Good Reason does not exist if, at a time that is not during a Protected Period or within two years after the occurrence of a Change of Control, the Corporation's Chief Executive Officer, in good faith and with a reasonable belief that the reassignment is in the best interest of the Consolidated Manpower Group, reassigns you to another senior executive level position in the Consolidated Manpower Group provided that your base compensation (either base salary or target bonus opportunity for any year ending after the date of reassignment) is not less than such base salary or target bonus opportunity in effect prior to such reassignment for the year in which such reassignment occurs. View More

Good Reason. Will will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) a material diminution in your authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Consolidated Manpower Group for the payment or provision of compensation or other benefits to you; (iii) a material diminution in your base salary or a failure by the Consolidated Manpower Group to provide... an arrangement for you for any fiscal year of the Consolidated Manpower Group giving you the opportunity to earn an incentive bonus for such year; (iv) your being required by the Corporation to materially change the location of your principal office; provided such new location is one in excess of fifty miles from the location of your principal office before such change; or (v) a material diminution in your annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) 1(d)(i) – (v) (iv) above, Good Reason does not exist unless (i) you object to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your employment with the Consolidated Manpower Group is terminated by you within ninety (90) days after such diminution or breach occurs. Further, notwithstanding Subsections 1(d)(i)-(iv), above, Good Reason does not exist if, at a time that is not during a Protected Period or within two years after the occurrence of a Change of Control, the Corporation's Chief Executive Officer, in good faith and with a reasonable belief that the reassignment is in the best interest of the Consolidated Manpower Group, reassigns you to another senior executive level position in the Consolidated Manpower Group provided that your base compensation (either base salary or target bonus opportunity for any year ending after the date of reassignment) is not less than such base salary or target bonus opportunity in effect prior to such reassignment for the year in which such reassignment occurs. View More

Good Reason. Will mean, without your consent, the occurrence of any one or more of the following during the Term: following: (i) a material diminution in your Employee's authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group ManpowerGroup for the payment or provision of compensation or other benefits to you; Employee; (iii) a material diminution in your Employee's base salary or a failure by the... Manpower Group ManpowerGroup to provide an arrangement for you Employee for any fiscal year of the Manpower Group ManpowerGroup giving you Employee the opportunity to earn an incentive bonus for such year; (iv) your Employee's being required by the Corporation to materially change the location of your his principal office; provided such new location is one in excess of fifty miles from the location of your Employee's principal office before such change; or (v) a material diminution in your Employee's annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) – (v) the provisions above, Good Reason does not exist unless (i) you object Employee objects to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your Employee's employment with the Manpower Group ManpowerGroup is terminated by you Employee within ninety (90) days after such diminution or breach occurs. occurs View More

Good Reason. Will will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) a material diminution dimunition in your authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group for the payment or provision of compensation or other benefits to you; (iii) a material diminution dimunition in your base salary or a failure by the Manpower Group to provide an... arrangement for you for any fiscal year of the Manpower Group giving you the opportunity to earn an incentive bonus for such year; or (iv) your being required by the Corporation to materially change the location of your principal office; provided such new location is one in excess of fifty miles from the location of your principal office before such change; or (v) a material diminution dimunition in your annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) 1(d)(i) – (v) (iv) above, Good Reason does not exist unless (i) you object to any material diminution dimunition or breach described above by written notice to the Corporation within twenty (20) business days after such diminution dimunition or breach occurs, (ii) the Corporation fails to cure such diminution dimunition or breach within thirty (30) days after such notice is given and (iii) your employment with the Manpower Group is terminated by you within ninety (90) days after such diminution dimunition or breach occurs. Further, notwithstanding Subsections 1(d)(i)-(iv), above, Good Reason does not exist if, at a time that is not during a Protected Period or within two years after the occurrence of a Change of Control, the Corporation's Chief Executive Officer, in good faith and with a reasonable belief that the reassignment is in the best interest of the Manpower Group, reassigns you to another senior executive level position in the Manpower Group provided that your base compensation (either base salary or target bonus opportunity for any year ending after the date of reassignment) is not less than such base salary or target bonus opportunity in effect prior to such reassignment for the year in which such reassignment occurs. View More

Good Reason. Will will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) a material diminution in your authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group for the payment or provision of compensation or other benefits to you; (iii) a material diminution in your base salary or a failure by the Manpower Group to provide an arrangement for you for... any fiscal year of the Manpower Group giving you the opportunity to earn an incentive bonus for such year; or (iv) your being required by the Corporation to materially change the location of your principal office; provided such new location is one in excess of fifty miles from the location of your principal office before such change; or (v) a material diminution in your annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) 1(d)(i) – (v) (iv) above, Good Reason does not exist unless (i) you object to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your employment with the Manpower Group is terminated by you within ninety (90) days after such diminution or breach occurs. Further, notwithstanding Subsections 1(d)(i)-(iv), above, Good Reason does not exist if, at a time that is not during a Protected Period or within two years after the occurrence of a Change of Control, the Corporation's Chief Executive Officer, in good faith and with a reasonable belief that the reassignment is in the best interest of the Manpower Group, reassigns you to another senior executive level position in the Manpower Group provided that your base compensation (either base salary or target bonus opportunity for any year ending after the date of reassignment) is not less than such base salary or target bonus opportunity in effect prior to such reassignment for the year in which such reassignment occurs. View More

Good Reason. Will will mean, without your consent, the occurrence of any one or more of the following during the Term: (i) a material diminution in your authority, duties or responsibilities; (ii) any material breach of this agreement by the Corporation or of any material obligation of any member of the Manpower Group for the payment or provision of compensation or other benefits to you; (iii) a material diminution in your base salary or a failure by the Manpower Group to provide an arrangement for you for... any fiscal year of the Manpower Group giving you the opportunity to earn an incentive bonus for such year; (iv) your being required by the Corporation to materially change the location of your principal office; provided such new location is one in excess of fifty miles from the location of your principal office before such change; or (v) a material diminution in your annual target bonus opportunity for a given fiscal year within two years after the occurrence of a Change of Control, as compared to the annual target bonus opportunity for the fiscal year immediately preceding the fiscal year in which a Change of Control occurred. Notwithstanding Subsections 1(c)(i) 1(d)(i) – (v) above, Good Reason does not exist unless (i) you object to any material diminution or breach described above by written notice to the Corporation within twenty (20) business days after such diminution or breach occurs, (ii) the Corporation fails to cure such diminution or breach within thirty (30) days after such notice is given and (iii) your employment with the Manpower Group is terminated by you within ninety (90) days after such diminution or breach occurs. Further, notwithstanding Subsections 1(d)(i)-(v), above, Good Reason does not exist if, at a time that is not during a Protected Period or within two years after the occurrence of a Change of Control, the Corporation's Chief Executive Officer, in good faith and with a reasonable belief that the reassignment is in the best interest of the Manpower Group, reassigns you to another senior executive level position in the Manpower Group provided that your base compensation (either base salary or target bonus opportunity for any year ending after the date of reassignment) is not less than such base salary or target bonus opportunity in effect prior to such reassignment for the year in which such reassignment occurs. View More