Section 2.2. Duties. The Employee shall report to the Companys Board of Directors (the Board) or another executive designated by the Board (together with the Board, the Supervisor) and be subject to the lawful direction of the Supervisor. The Employee agrees to perform to the best of his ability, experience and talent those acts and duties, consistent with the position of Chief Financial Officer as the Supervisor shall from time to time direct.
Section 2.3. Compliance with Policies, etc. During the Term, the Employee shall be bound by, and comply fully with, all of the Companys policies and procedures for employees in place from time to time, including, but not limited to, all terms and conditions set forth in the Companys employee handbook, compliance manual, codes of conduct and any other memoranda and communications applicable to the Employee pertaining to the policies, procedures, rules and regulations, as currently in effect and as may be amended from time to time. These policies and procedures include, among other things and without limitation, the Employees obligations to comply with the Companys rules regarding confidential and proprietary information and trade secrets.
Section 2.4. Time Commitment. During the Term, the Employee shall use his best efforts to promote the interests of the Company (including its subsidiaries and other Affiliates) and shall devote all of his business time, ability and attention to the performance of his duties for the Company. and shall not, directly or indirectly, render any services to any other person or organization, whether for compensation or otherwise, except (with the Board) prior written consent, provided that the foregoing shall not prevent the Employee from (i) participating in charitable, civic, educational, professional, community or industry affairs, or (ii) managing the Employees passive personal investments, so long as, in each case, such activities individually or in the aggregate do not materially interfere or conflict with the Employees duties hereunder or create a potential business or fiduciary conflict (in each case, as determined by the Board).
Section 2.5. Location. The Employees principal place of business for the performance of his duties under this Agreement shall be at the principal executive office of the Company, which is located at 4365 US Route 1 South, Suite 211, Princeton, New Jersey 08540 as of the Effective Date. The Employee shall travel as determined necessary to perform his duties hereunder by the Supervisor.
COMPENSATION AND BENEFITS; EXPENSES
Section 3.1. Compensation and Benefits. For all services rendered by the Employee in any capacity during the Term (including, without limitation, serving as an officer, director or member of any committee of the Company or any of its subsidiaries or other Affiliates), the Employee shall be compensated as follows (subject, in each case, to the provisions of ARTICLE 4 below):
(a) Base Salary. During the Term, effective as of January 1, 2018, the Company shall pay the Employee a base salary (the Base Salary) at the annualized rate of $320,000, which shall be subject to customary withholdings and authorized deductions and be payable in equal installments in accordance with the Companys customary payroll practices in place from time to time. The Employees Base Salary and title shall be subject to, on an annual basis, periodic review and adjustments as the Board and/or the Compensation Committee of the Board (the Compensation Committee) shall in its/their discretion deem appropriate.