Good Reason. That, without the Executive's consent, one or more of the following events occurs: (i) the Executive's Base Salary is decreased unless such reduction is part of an across-the-board proportionate reduction in the salaries of the Company's senior management team; or (ii) the office to which the Executive is assigned is relocated to a place 35 or more miles away and such relocation is not at the Executive's request or with the Executive's prior agreement (and other than, for Executives assigned to
... the Company's principal executive offices, in connection with a change in location of the Company's principal executive offices); provided that Good Reason shall not exist unless and until within 30 days after the event giving rise to Good Reason under either (i) or (ii) above has occurred, the Executive delivers a written termination notice to the Company stating that an event giving rise to Good Reason has occurred and identifying with reasonable detail the event that the Executive asserts constitutes Good Reason under either (i) or (ii) above and the Company fails or refuses to cure or eliminate the event giving rise to Good Reason on or within 30 days after receiving such notice. To avoid doubt, the termination of the Executive's employment would become effective at the close of business on the thirtieth day after the Company receives the Executive's termination notice, unless the Company cures or eliminates the event giving rise to Good Reason prior to such time
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Good Reason.
That, that, without the Executive's consent, one or more of the following events occurs: (i) the
Executive's duties are materially diminished to an extent that results in either (A) the Executive no longer being an officer, as such term is defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934; or (B) the Executive ceases to be a member of the executive management team of the Company; or(ii)the Executive's Base Salary is decreased unless such reduction is part of an
... across-the-board proportionate reduction in the salaries of the Company's senior management team; or (ii) the or(iii)the office to which the Executive is assigned is relocated to a place 35 or more miles away and such relocation is not at the Executive's request or with the Executive's prior agreement (and other than, for Executives assigned to the Company's principal executive offices, in connection with a change in location of the Company's principal executive offices); provided offices);provided that Good Reason shall not exist unless and until within 30 days after the event giving rise to Good Reason under either (i) or (ii) above has occurred, the Executive delivers a written termination notice to the Company stating that an event giving rise to Good Reason has occurred and identifying with reasonable detail the event that the Executive asserts constitutes Good Reason under either (i) or (ii) above and the Company fails or refuses to cure or eliminate the event giving rise to Good Reason on or within 30 days after receiving such notice. To avoid doubt, the termination of the Executive's employment would become effective at the close of business on the thirtieth day after the Company receives the Executive's termination notice, unless the Company cures or eliminates the event giving rise to Good Reason prior to such time
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Good Reason.
That, that, without the Executive's consent, one or more of the following events occurs: (i)
the Executive's duties are materially diminished to an extent that results in either (A) the Executive no longer being an 'officer,' as such term is defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934; or (B) the Executive ceases to be a member of the executive management team of the Company; or (ii) the Executive's Base Salary is decreased unless such reduction is part of an
... across-the-board proportionate reduction in the salaries of the Company's senior management team; or (ii) (iii) the office to which the Executive is assigned is relocated to a place 35 or more miles away and such relocation is not at the Executive's request or with the Executive's prior agreement (and other than, for Executives assigned to the Company's principal executive offices, in connection with a change in location of the Company's principal executive offices); provided that Good Reason shall not exist unless and until within 30 days after the event giving rise to Good Reason under either (i) (i), (ii) or (ii) (iii) above has occurred, the Executive delivers a written termination notice to the Company stating that an event giving rise to Good Reason has occurred and identifying with reasonable detail the event that the Executive asserts constitutes Good Reason under either (i) (i), (ii) or (ii) (iii) above and the Company fails or refuses to cure or eliminate the event giving rise to Good Reason on or within 30 days after receiving such notice. To avoid doubt, the termination of the Executive's employment would become effective at the close of business on the thirtieth day after the Company receives the Executive's termination notice, unless the Company cures or eliminates the event giving rise to Good Reason prior to such time
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Good Reason.
That, that, without the Executive's consent, one or more of the following events occurs: (i) the
Executive is assigned to any duties or responsibilities that are inconsistent, in any significant respect, with the scope of duties and responsibilities customarily associated with the position and office of Senior Vice President, Public Policy and Government Affairs, provided that such reassignment of duties or responsibilities is not due to the Executive's Disability or performance, nor is at the... Executive's request; or (ii) the Executive suffers a reduction in the authorities, duties, and responsibilities associated with the Executive's position as Senior Vice President, Public Policy and Government Affairs, provided that such reassignment of duties or responsibilities is not due to the Executive's Disability or the Executive's performance, and is not at the Executive's request or with the Executive's prior agreement; or (iii) the Executive's Base Salary is decreased unless such below $350,000 per year, other than a reduction that is part of an across-the-board proportionate reduction in the salaries of the Company's senior management team; or (ii) (iv) the Executive's office to which the Executive is assigned is relocated to a place 35 thirty-five (35) or more miles away and such relocation is not at the Executive's request or with the Executive's prior agreement (and other than, for Executives assigned to the Company's principal executive offices, from Washington, D.C. (other than in connection with a change in location relocation of the Company's principal executive offices); provided that Good Reason shall not exist unless and until within 30 days after the event giving rise to Good Reason under either any of (i) or (ii) through (iv) above has occurred, the Executive delivers a written termination notice to the Company stating that an event giving rise to Good Reason has occurred and identifying with reasonable detail the event that the Executive asserts constitutes Good Reason under either any of (i) or (ii) through (iv) above and the Company fails or refuses to cure or eliminate the event giving rise to Good Reason on or within 30 days after receiving such notice. To avoid doubt, the termination of the Executive's employment would become effective at the close of business on the thirtieth day after the Company receives the Executive's termination notice, unless the Company cures or eliminates the event giving rise to Good Reason prior to such time
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Good Reason.
That, without the Executive's consent, one
or more of the following events
occurs: has occurred without the Executive's consent: (i) the Executive's Base Salary is decreased
or the target levels under the Company's target bonus program, or equity compensation program are reduced, unless
each or any such reduction is part of an across-the-board proportionate reduction in the
salaries of salaries, target bonuses, or target equity compensation, as applicable, provided, however, that it is... expressly understood that payments or awards under any such program in amounts lower than the Company's senior management team; or target amounts in accordance with any such program shall not constitute "Good Reason;" (ii) the office to which the Executive is assigned is relocated to a place 35 or more miles away and such relocation is not at the Executive's request or with the Executive's prior agreement (and other than, for Executives assigned to the Company's principal executive offices, in connection with a change in location of the Company's principal executive offices); or (iii) the Executive's duties are materially diminished to an extent that results in either (A) the Executive no longer being an "officer", as such term is defined in Rule 16a-1(f) promulgated under the Securities Exchange Act of 1934; or (B) the Executive ceases to be a member of the executive management team of the Company; provided that Good Reason shall not exist unless and until within 30 90 days after the event giving rise to Good Reason under either (i) (i), (ii) or (ii) (iii) above has occurred, the Executive delivers a written termination notice to the Company stating that an event giving rise to Good Reason has occurred and identifying with reasonable detail the event that the Executive asserts constitutes Good Reason under either (i) (i), (ii) or (ii) (iii) above and the Company fails or refuses to cure or eliminate the event giving rise to Good Reason on or within 30 days after receiving such the Executive's notice. To avoid doubt, the termination of the Executive's employment would become effective at the close of business on the thirtieth day after the Company receives the Executive's termination notice, unless the Company cures or eliminates the event giving rise to Good Reason prior to such time time.
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