Substantive Functional Equivalent

Substantive Functional Equivalent. Means that the Executive's position must: (a)be in a substantive area of the Executive's competence (e.g., finance or executive management) and not materially different from the position occupied immediately prior; (b)allow the Executive to serve in a role and perform duties functionally equivalent to those performed immediately prior; and (c)not otherwise constitute a material, adverse change in authority, title, status, responsibilities or duties from those of the Executive... immediately prior, causing the Executive to be of materially lesser rank or responsibility, including requiring the Executive to report to a person other than the Board. View More

Substantive Functional Equivalent. With respect to an Executive, an employment position occupied after a Change of Control that: (a) is in a substantive area of competence (such as accounting; engineering management; executive management; finance; human resources; marketing, sales and service; operations and manufacturing) that is consistent with Executive's experience and not materially different from the position occupied by Executive prior to the Change of Control; (b) requires Executive to serve in a role and perform... duties that are functionally equivalent to those performed prior to the Change of Control; 5 (c) carries a title that does not connote a lesser rank or corporate role than the title held by Executive prior to the Change of Control; (d) does not otherwise constitute a material, adverse change in Executive's responsibilities or duties, as measured against Executive's responsibilities or duties prior to the Change of Control, causing it to be of materially lesser rank or responsibility; (e) if prior to the Change of Control Executive was identified as an officer of the Company for purposes of the rules promulgated under Section 16 of the Securities Exchange Act of 1934, identifies Executive as a Section 16 officer of a publicly traded Successor having net assets and annual revenues not less than eighty percent (80%) of those of the Company prior to the Change of Control; and (f) if prior to the Change of Control Executive was identified as an officer of the Company for purposes of the rules promulgated under Section 16 of the Securities Exchange Act of 1934, requires Executive to report directly to an executive officer, committee or board of the Successor of no lesser seniority than the executive officer, committee or board of the Company, as the case may be, to whom or to which Executive reported prior to the Change of Control. View More

Substantive Functional Equivalent. An employment position occupied by a Designated Executive after the Change in Control that: (a) is in a substantive area of competence (such as, accounting; engineering management; executive management; finance; human resources; marketing, sales and service; operations and manufacturing; etc.) that is consistent with such Designated Executive's experience; (b) requires a Designated Executive to serve in a role and perform duties that are functionally equivalent to those performed by the... Designated Executive prior to the Change in Control, (c) does not otherwise constitute a material, adverse change in the Designated Executive's responsibilities or duties, as measured against the Designated Executive's responsibilities or duties prior to the Change in Control, in each case, causing it to be of materially lesser rank or responsibility. Notwithstanding the foregoing, any change in role, responsibilities or duties that is solely attributable to the change in the Company's status from that of an independent company to that of a subsidiary of the newly controlling entity shall not constitute a change in role, responsibilities or duties for purposes of claims (b) or (c) above. View More

Substantive Functional Equivalent. An employment position occupied by a Group 1 beneficiary after the Change in Control that: (a) is in a substantive area of competence (such as, accounting; engineering management; executive management; finance; human resources; marketing, sales and service; operations and manufacturing; etc.) that is consistent with such Group 1 beneficiary's experience; (b) requires a Group 1 beneficiary to serve in a role and perform duties that are functionally equivalent to those performed by the Group 1... beneficiary prior to the Change in Control, (c) does not otherwise constitute a material, adverse change in the Group 1 beneficiary's responsibilities or duties, as measured against the Group 1 beneficiary's responsibilities or duties prior to the Change in Control, in each case, causing it to be of materially lesser rank or responsibility. Notwithstanding the foregoing, any change in role, responsibilities or duties that is solely attributable to the change in the Company's status from that of an independent company to that of a subsidiary of the newly controlling entity shall not constitute a change in role, responsibilities or duties for purposes of claims (b) or (c) above. View More