Good Reason

Good Reason. A resignation by Employee of his employment hereunder upon the occurrence of a material breach by the Company of any of its obligations contained in this Agreement that to the extent an act or omission giving rise to cause to the material breach is not reasonably susceptible to cure, the Company shall be given a reasonable opportunity, not to exceed thirty (30) days, after written notice by the Employee to the Company to cure such act or omission

Good Reason. A resignation by Employee of his employment hereunder upon the occurrence of any of the following events taking place without Employee's prior written approval: (a) a material reduction, either from one year to the next, or within the current year, in the Employee's base salary or bonus; (b) a failure by the Company to provide adequate resources to develop Technology; (c) decision by the Company to stop developing, contracting, or funding the development of Technology; or (d) a material breach... by the Company of any of its obligations contained in this Agreement that to the extent an act or omission giving rise to cause to the material breach is not reasonably susceptible to cure, the Company shall be given a reasonable opportunity, not to exceed thirty (30) days, after written notice by the Employee to the Company to cure such act or omission. View More

Good Reason. Means any of (i) a material reduction in Executive's compensation under Section 5 hereof or benefits under Section 7 hereof, (ii) a material reduction in the Executive's title or responsibilities, (iii) a relocation of Executive's principal office so that Executive's one-way commute distance from Executive's residence is increased by more than forty (40) miles or (iv) failure of the Bank's successor to assume and perform this Agreement as contemplated by Section 14(a) hereof.

Good Reason. The resignation of the Executive within four (4) months after the Company, without the Executive's express written consent: (A) materially breaches this Agreement to the substantial detriment of the Executive; (B) materially diminishes the Executive's duties or responsibilities from those contemplated by this Agreement; (C) reduces the Executive's Base Salary, other than any across the board reduction in Base Salary (and corresponding decreases to the Annual Cash Incentive Opportunity or Annual... Equity Incentive Opportunity) implemented as part of a reduction that applies uniformly to the Executive and other similarly situated executives of the Company, (D) materially reduces the Executive's Annual Cash Incentive Opportunity and Annual Equity Incentive Opportunity, other than in connection with an across the board change in the design of the Company's incentive compensation program that applies uniformly to the Executive and other similarly situated executives of the Company; or (E) requires the Executive to relocate his primary place of work to an office location which is more than fifty (50) miles from the Company's offices in Hanover, Massachusetts View More

Good Reason. (i) the assignment to Executive of any duties, or the reduction of Executive's duties, either of which results in a material diminution of Executive's authority, duties, or responsibilities; (ii) the Board fails to appoint the Executive to the Board, or to nominate Executive for election or reelection to the Board; (iii) a material reduction of Executive's Base Salary (in other words, a reduction of more than 10% of Executive's Base Salary in any one year, unless pursuant to a salary reduction... program applicable generally to the Company's executives); (iv) a reduction of Executive's Target Bonus; (v) the failure of the Company to obtain assumption of this Agreement by any acquirer or successor; or (vi) the failure of the Compensation Committee to approve the Initial Option on the terms set forth in Section 3(a). Executive will not resign for Good Reason without first providing the Company with written notice of the acts or omissions constituting the grounds for "Good Reason" within ninety (90) days of the initial existence of the grounds for "Good Reason" and a reasonable cure period of not less than thirty (30) days following the date of such notice. Executive must resign effective not later than sixty (60) days after the end of the Company cure period in the even such event(s), condition(s), or conduct is uncured. View More

Good Reason. For Executive's resignation from employment with the Company means the occurrence of any of the following events without Executive's prior written consent: (i) a material breach of this Agreement by the Company; (ii) a material reduction (but not less than 10%) by the Company of Executive's Base Salary, unless such reduction is part of a reduction program applicable generally to other executive employees of the Company; (iii) a material reduction in Executive's duties, authority or... responsibilities, taken as a whole, other than if asked to assume substantially similar duties and responsibilities in a larger entity after a Change of Control (provided, that a change in job position (including a change in title) or reporting line shall not be deemed a material reduction in and of itself unless Executive's new duties are materially reduced from the prior duties); or (iv) following a Change of Control, an involuntary relocation of Executive's principal place of employment to a place that increases Executive's one-way commute by more than 50 miles as compared to Executive's then-current principal place of employment immediately prior to such relocation. In order for Executive to resign for Good Reason, each of the following requirements must be met: (w) Executive must provide written notice to the Board of Executive's intent to terminate for Good Reason within 90 days following the first occurrence of the condition(s) that Executive believes constitutes Good Reason, which notice shall describe such condition(s); (x) the Company has not reasonably cured such event within 30 calendar days following receipt of such written notice (the Cure Period); and (z) Executive actually resigns from all positions Executive then holds with the Company within the first 15 days after expiration of the Cure Period. View More

Good Reason. (a) the relocation of Employee's principal office more than fifty (50) miles from Washington, DC, unless such new office is within 50 miles from Employee's then- permanent residence; or (b) a material breach of this Agreement by the Company. Employee may terminate his employment for Good Reason only by giving the Board prior written notice of termination for Good Reason within 30 days after Employee first becomes aware of the event or condition first giving rise to such Good Reason, and such... notice shall become effective thirty (30) days after the date of the notice, unless the Company cures the circumstances that constitute Good Reason within thirty (30) days following the date of the notice, in which case the notice will be of no further effect. View More

Good Reason. (a) the relocation of Employee's principal office more than fifty (50) miles from California, Maryland, unless such new office is within 50 miles from Employee's then- permanent residence; or (b) a material breach of this Agreement by the Company.

Good Reason. Any one or more of the following have occurred without Employee's prior written consent: (i) the Company's material breach of this Agreement or any other written agreement between the Company and Employee; or (ii) an Adverse Change in Duties. In order for Employee to resign his employment for Good Reason, Employee must provide written notice to the Company within ninety (90) days of the initial existence of the alleged Good Reason event and such notice must reasonably describe the facts claimed... by Employee to constitute Good Reason and the alleged Good Reason event remains unremedied by the Company for a period of sixty (60) days following the Company's receipt of such written notice and Employee must resign his employment for Good Reason within sixty (60) business days after the expiration of the Company's sixty (60) day remedy period in which the Company did not cure or remedy the Good Reason event. View More

Good Reason. Means WiSA, without Executive's consent: (i) during the Term of his employment at WiSA, requires a material change in the geographic location at which Executive must perform services; or (ii) a substantial change in Executive's duties and responsibilities; or (iii) at any time reduces Executive's base compensation following a Change in Control; or (iv) at any time otherwise materially breaches its obligations under this Agreement; provided, however, that such termination by the Executive shall... only be deemed for Good Reason pursuant to the foregoing definition if: (1) the Executive gives WiSA written notice of the intent to terminate for Good Reason within ninety (90) days following the first occurrence of the condition(s) that the Executive believes constitutes Good Reason, which notice shall describe such condition(s); (2) WiSA fails to remedy such condition(s) within thirty (30) days following receipt of the written notice (the "Cure Period"); and (3) the Executive terminates his employment within six (6) months following the end of the Cure Period. View More