Good Reason Definition Example with 4 Variations

Good Reason. The the occurrence of one or more of the following events, provided that the Executive shall give the Corporation a written notice, within 90 days following the initial occurrence of the event, describing the event that the Executive claims to be Good Reason and stating the Executive's intention to terminate employment unless the Corporation takes appropriate corrective action: (i) A material diminution in the Executive's responsibilities, duties, title, reporting responsibilities within the... business organization, status, role or authority. authority as Chief Executive Officer of the Corporation. (ii) A material reduction by the Corporation in the Executive's annual base salary as in effect from time to time. (iii) A material reduction by the Corporation in the aggregate value of benefits provided to the Executive, as in effect from time to time except where such reduction is applied uniformly to all officers or all employees of the Corporation, as applicable. "Benefits" includes all profit sharing, 401(k), retirement, pension, health, medical, dental, disability, insurance, automobile, severance, vacation, leave, reimbursement, and similar benefits. (iv) A material breach by the Corporation of any provision of this Agreement or of any other agreement requiring the payment of compensation to the Executive. (v) (iv) Removal from, or failure to re-elect, the Executive to the position of President or Chief Executive Officer. (vi) A requirement, Notwithstanding clauses (i) and (v) above, in the event the Corporation temporarily replaces the Executive, or transfers the Executive's reasonable judgment, that duties or responsibilities to another individual, on account of the services required Executive's inability to perform such duties due to a mental or physical incapacity which is, or is reasonably expected to become, a Disability, but continues the payment of the Executive's annual base salary then in effect, then the Executive's employment shall not be performed deemed terminated by the Executive would necessitate Corporation and the Executive moving shall not be able to resign with Good Reason as a result thereof. If the Executive delivers written notice stating his residence at least 50 miles from claim for Good Reason on the Buffalo, New York area. The basis of any of clauses (i) through (iv) above, the Corporation shall have 30 days following the date of receipt of the such written notice from the Executive stating his claim of Good Reason in which to take appropriate corrective action. If the Corporation does not correct the Good Reason condition, condition stated in such written notice, the Executive's Good Reason termination of employment will be deemed to have occurred on the day following the 30-day period. View More

Good Reason. The (k) "Good Reason" means the occurrence of one or more of the following events, provided that the Executive shall give the Corporation a written notice, within 90 days following the initial occurrence of the event, describing the event that the Executive claims to be Good Reason and stating the Executive's intention to terminate employment unless the Corporation takes appropriate corrective action: (i) A material diminution in the Executive's responsibilities, duties, title, reporting... responsibilities within the business organization, status, role or authority. 71 (ii) A material reduction by the Corporation in the Executive's annual base salary as in effect from time to time. on the date of a Change in Control or as in effect thereafter if that base salary has been increased. (iii) A material reduction by the Corporation in the aggregate value of benefits provided to the Executive, as in effect from time to time except where such reduction is applied uniformly to all officers on the date of a Change in Control or all employees of the Corporation, as applicable. in effect after that date if those benefits have been increased. "Benefits" includes all profit sharing, 401(k), retirement, pension, health, medical, dental, disability, insurance, automobile, severance, vacation, leave, reimbursement, and similar benefits. (iv) A material breach by the Corporation of any provision of this Agreement or of any other agreement requiring the payment of compensation to the Executive. (v) Removal from, or failure to re-elect, the Executive to the position of President or Chief Executive Officer. (vi) A requirement, in the Executive's reasonable judgment, that the services required to be performed by the Executive would necessitate the Executive moving his residence at least 50 miles from the Buffalo, New York area. The Corporation shall have 30 days following the date of receipt of the written notice from the Executive stating his claim of Good Reason in which to take appropriate corrective action. If the Corporation does not correct the Good Reason condition, the Executive's Good Reason termination will be deemed to have occurred on the day following the 30-day period. View More

Good Reason. The the occurrence of one or more of the following events, provided that the Executive shall give the Corporation a written notice, within 90 days following the initial occurrence of the event, describing the event that the Executive claims to be Good Reason and stating the Executive's intention to terminate employment unless the Corporation takes appropriate corrective action: (i) A material diminution in the Executive's responsibilities, duties, title, reporting responsibilities within the... business organization, status, role or authority. (ii) A material reduction by the Corporation in the Executive's annual base salary as in effect from time to time. (iii) A material reduction by the Corporation in the aggregate value of benefits provided to the Executive, as in effect from time to time except where such reduction is applied uniformly to all officers or all employees of the Corporation, as applicable. "Benefits" includes all profit sharing, 401(k), retirement, pension, health, medical, dental, disability, insurance, automobile, severance, vacation, leave, reimbursement, and similar benefits. (iv) A material breach by the Corporation of any provision of this Agreement or of any other agreement requiring the payment of compensation to the Executive. (v) Removal from, or failure to re-elect, the Executive to the position of President or Chief Executive Officer. (vi) A requirement, in the Executive's reasonable judgment, that the services required to be performed by the Executive would necessitate the Executive moving his residence at least 50 miles from the Buffalo, New York area. The Corporation shall have 30 days following the date of receipt of the written notice from the Executive stating his claim of Good Reason in which to take appropriate corrective action. If the Corporation does not correct the Good Reason condition, the Executive's Good Reason termination will be deemed to have occurred on the day following the 30-day period. View More

Good Reason. The occurrence of one or more (j) "Good Reason" means any of the following events, provided that occurrences, with notice to the Corporation from the Executive shall give the Corporation a written notice, within 90 days following the initial occurrence of the event, describing the event that the Executive claims to be Good Reason and stating the Executive's intention to terminate employment unless the Corporation takes appropriate corrective action: setting forth in reasonable detail his... reasons: (i) A material diminution in the Executive's responsibilities, duties, title, reporting responsibilities within the business organization, status, role or authority. (ii) A material reduction by the Corporation in the Executive's annual base salary as in effect from time to time. on the date of a Change in Control or as in effect thereafter if that base salary has been increased. 101 (iii) A material reduction by the Corporation in the aggregate value of benefits provided to the Executive, as in effect from time to time except where such reduction is applied uniformly to all officers on the date of a Change in Control or all employees of the Corporation, as applicable. in effect after that date if those benefits have been increased. "Benefits" includes all profit sharing, 401(k), retirement, pension, health, medical, dental, disability, insurance, automobile, severance, vacation, leave, reimbursement, and similar benefits. (iv) A failure to continue in effect any stock option or other equity-based or non-equity based incentive compensation plan in effect immediately prior to the Change in Control, or a reduction in the Executive's participation in any such plan, unless the Executive is afforded the opportunity to participate in alternative incentive compensation plans or agreements of reasonably equivalent value. (v) A material breach by the Corporation of any provision of this Agreement or of any stock option or other equity-based plan or agreement requiring the payment of compensation to with the Executive. (v) (vi) Removal from, or failure to re-elect, the Executive to the position of President or Chief Executive Officer. (vi) (vii) A requirement, in the Executive's reasonable judgment, that the services required to be performed by the Executive would necessitate the Executive moving his residence at least 50 miles from the Buffalo, New York area. The Corporation shall will have 30 20 business days following from the date of receipt of the written notice from the Executive stating his claim of Good Reason to cure the circumstances stated that create the Good Reason cited by the Executive in which to take appropriate corrective action. the notice. If the Corporation does not correct not, or cannot, cure the Good Reason condition, to the Executive's reasonable satisfaction, the Good Reason termination will be deemed to have occurred on at the day following end of the 30-day 20-day period. View More