Duties and Scope of Employment Clause Example with 4 Variations from Business Contracts
This page contains Duties and Scope of Employment clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Duties and Scope of Employment. Executive will continue to serve, at the pleasure of the Board, as President and Chief Executive Officer of the Company and shall report to the Company's Board of Directors (the "Board"). In the capacities of President and Chief Executive Officer, Executive will render such business and professional services in the performance of his duties, consistent with Executive's position within the Company. Executive will be the highest ranking executive officer of the Company, with the full powers, respo...nsibilities and authorities customary for the chief executive officer of corporations of the size, type and nature of Company, together with such other powers, authorities and responsibilities as may reasonably be assigned to him by the Board. Executive will report solely and directly to the Board. The period Executive is employed by the Company under this Agreement is referred to herein as the "Employment Term." (b) Board Membership. Executive will continue to serve as a member of the Board until the next Annual Meeting of Stockholders. Thereafter, his service on the Board will be subject to the same scrutiny by the Nominating and Governance Committee (the "Nominating Committee") as all other director nominee candidates. Executive's service as a member of the Board will be further subject to any required stockholder approval. Upon the termination of Executive's employment for any reason, Executive will be deemed to have resigned from the Board (and any boards of subsidiaries) voluntarily, without any further required action by Executive, as of the end of Executive's employment and/or at the Board's request including, but not limited to, complying with NASDAQ independent Board membership thresholds. For so long as Executive remains an employee of the Company, he will not be additionally compensated for his services as a member of the Board. (c) Obligations. During the Employment Term, Executive will devote his full business efforts and time to the Company and will use good faith efforts to discharge his obligations under this Agreement to the best of his ability. For the duration of the Employment Term, Executive agrees not to actively engage in any other employment, occupation, or consulting activity for any direct or indirect remuneration without the prior approval of the Board; provided, however, that Executive may, without the approval of the Board, serve in any capacity with any civic, educational, or charitable organization and serve on the board(s) set forth on Schedule A attached hereto, provided such services do not materially interfere with Executive's obligations to the Company. Executive represents that he is not subject to any non-competition, confidentiality, trade secrets or other agreement(s) that would preclude, or restrict in any way, Executive from fully performing his services hereunder during his employment with the Company.View More
Variations of a "Duties and Scope of Employment" Clause from Business Contracts
Duties and Scope of Employment. Executive will continue to serve, at the pleasure of the Board, as Executive Vice President of Finance and Administration and Chief Executive Financial Officer of the Company and shall report to the Company's Chief Executive Officer and Board of Directors (the "Board"). In the capacities of Executive Vice President of Finance and Administration and Chief Executive Financial Officer, Executive will render such business and professional services in the performance of his duties, consistent with Ex...ecutive's position within the Company. Executive will be the highest ranking executive officer of the Company, with have the full powers, responsibilities and authorities customary for the chief executive financial officer of public corporations of the size, type and nature of the Company, together with such other powers, authorities and responsibilities as may reasonably be assigned to him by the Chief Executive Officer and/or the Board. Executive will report solely and directly to the Chief Executive Officer and/or the Board. The period Executive is employed by the Company under this Agreement is referred to herein as the "Employment Term." (b) Board Membership. Executive will continue to serve as a member of the Board until the next Annual Meeting of Stockholders. Thereafter, his service on the Board will be subject to the same scrutiny by the Nominating and Governance Committee (the "Nominating Committee") as all other director nominee candidates. Executive's service as a member of the Board will be further subject to any required stockholder approval. Upon the termination of Executive's employment for any reason, Executive will be deemed to have resigned from the Board (and any boards of subsidiaries) voluntarily, without any further required action by Executive, as of the end of Executive's employment and/or at the Board's request including, but not limited to, complying with NASDAQ independent Board membership thresholds. For so long as Executive remains an employee of the Company, he will not be additionally compensated for his services as a member of the Board. (c) Obligations. During the Employment Term, Executive will devote his full business efforts and time to the Company and will use good faith efforts to discharge his obligations under this Agreement to the best of his ability. For the duration of the Employment Term, Executive agrees not to actively engage in any other employment, occupation, or consulting activity for any direct or indirect remuneration without the prior approval of the Chief Executive Officer or Board; provided, however, that Executive may, without the approval of the Board, serve in any capacity with any civic, educational, or charitable organization and serve on the board(s) set forth on Schedule A attached hereto, provided such services do not materially interfere with Executive's obligations to the Company. After the date of this Agreement, Executive shall seek the approval of the Company's Compensation Committee before accepting or seeking any further positions. Executive shall also do the same with any outside paid employment/consulting positions. Executive represents that he is not subject to any non-competition, confidentiality, trade secrets or other agreement(s) that would preclude, or restrict in any way, Executive from fully performing his services hereunder during his employment with the Company. View More
Duties and Scope of Employment. Executive will continue to serve, at the pleasure of the Board, as Executive Vice President of Operations and Chief Executive Operating Officer of the Company and in addition to continuing to serve as Managing Director of SGI pursuant to the SGI Contract of Employment. Executive shall report to the Company's Chief Executive Officer and Board of Directors (the "Board"). In the capacities of Executive Vice President of Operations and Chief Executive Operating Officer, Executive will render such bu...siness and professional services in the performance of his duties, consistent with Executive's position within the Company. Executive will be the highest ranking executive officer of the Company, with have the full powers, responsibilities and authorities customary for the chief executive operating officer of public corporations of the size, type and nature of the Company, together with such other powers, authorities and responsibilities as may reasonably be assigned to him by the Chief Executive Officer and/or the Board. Executive will report solely and directly to the Chief Executive Officer and/or the Board. The period Executive is employed by the Company under this Agreement is referred to herein as the "Employment Term." (b) Board Membership. Executive will continue to serve as a member of the Board until the next Annual Meeting of Stockholders. Thereafter, his service on the Board will be subject to the same scrutiny by the Nominating and Governance Committee (the "Nominating Committee") as all other director nominee candidates. Executive's service as a member of the Board will be further subject to any required stockholder approval. Upon the termination of Executive's employment for any reason, Executive will be deemed to have resigned from the Board (and any boards of subsidiaries) voluntarily, without any further required action by Executive, as of the end of Executive's employment and/or at the Board's request including, but not limited to, complying with NASDAQ independent Board membership thresholds. For so long as Executive remains an employee of the Company, he will not be additionally compensated for his services as a member of the Board. (c) Obligations. During the Employment Term, Executive will devote his full business efforts and time to the Company and SGI and will use good faith efforts to discharge his obligations under this Agreement to the best of his ability. For the duration of the Employment Term, Executive agrees not to actively engage in any other employment, occupation, or consulting activity for any direct or indirect remuneration without the prior approval of the Chief Executive Officer or Board; provided, however, that Executive may, without the approval of the Board, serve in any capacity with any civic, educational, or charitable organization and serve on the board(s) set forth on Schedule A attached hereto, provided such services do not materially interfere with Executive's obligations to the Company. After the date of this Agreement, Executive shall seek the approval of the Company's Compensation Committee before accepting or seeking any further positions. Executive shall also do the same with any outside paid employment/consulting positions. Executive represents that he is not subject to any non-competition, confidentiality, trade secrets or other agreement(s) that would preclude, or restrict in any way, Executive from fully performing his services hereunder during his employment with the Company. View More
Duties and Scope of Employment. (a) Positions and Duties. As of the Effective Date, Executive will continue to serve, at serve as the pleasure of the Board, as President and Company’s Chief Executive Officer of the Company and shall report to the Company's Board of Directors (the "Board"). In the capacities of President and Chief Executive Officer, Officer. Executive will render such business and professional services in the performance of his duties, Executive’s authority, duties and responsibilities consistent with Executive...'s Executive’s position within as a Chief Executive Officer of a similarly sized company in the Company. Executive will be the highest ranking executive officer of the Company, with the full powers, responsibilities and authorities customary for the chief executive officer of corporations of the size, type and nature of Company, together with such other powers, authorities and responsibilities as may reasonably be assigned to him by the Board. technology industry. Executive will report solely and directly to the Board. Company’s Board of Directors (the “Board”). The period Executive is employed by the Company of Executive’s employment under this Agreement is referred to herein as the "Employment Term." “Employment Term.” For purposes of clarity, the occurrence of vesting milestone events (e.g., a Sale Event), shall remain subject to any applicable approval of the Board or the Company’s stockholders, as required under any applicable law or the Company’s governing documents and the existence or absence of any such approval shall not constitute a reduction or change in Executive’s authority, duties or responsibilities. (b) Board Membership. In addition, for so long as the Company requires during the Employment Term, Executive will continue to shall also serve as a member an employee-director of the Board until Board, and with respect to such position during the next Annual Meeting of Stockholders. Thereafter, Employment Term, Executive shall not be eligible to receive fees, further equity grants or other compensation paid to the Company’s non-employee directors for his service on the Board will be subject to during the same scrutiny by the Nominating and Governance Committee (the "Nominating Committee") as all other director nominee candidates. Executive's Employment Term; provided that Executive’s service as a member of the Board will be further subject to any required stockholder approval. requirements set forth in the Company’s governing documents and the requirements of any applicable securities exchange. Upon the termination of Executive's Executive’s employment for any reason, unless otherwise requested by the Board, Executive will be deemed to have resigned from the Board (and all other positions held at the Company and any boards of subsidiaries) its Affiliates) voluntarily, without any further required action by Executive, as of the end of Executive's Executive’s employment and/or and Executive, at the Board's request including, but not limited to, complying with NASDAQ independent Board membership thresholds. For so long as Executive remains Board’s request, will execute an employee of effective resignation in a form reasonably acceptable to the Company, he will not be additionally compensated for his services as a member of the Board. Company. VELODYNE CONFIDENTIAL INFORMATION (c) Obligations. During the Employment Term, Executive will perform his duties faithfully and to the best of his ability and will devote his full business efforts and time to the Company and will use good faith efforts to discharge his obligations under this Agreement to the best of his ability. Company. For the duration of the Employment Term, Executive agrees not to actively engage in any other employment, occupation, occupation or consulting activity for any direct or indirect remuneration without the prior approval of the Board; Board. Notwithstanding the foregoing, Executive will be permitted to: (i) continue serving as a trustee to the Foundation for the Preservation of Knowledge and/or its sister organization Tara Prakashana; (ii) engage in religious, charitable or other community activities; or (iii) serve as a trustee to any family trust or managing any of Executive’s personal or family investments and affairs; provided, however, that Executive may, (1) without the prior approval of the Board, serve in any capacity with any civic, educational, or charitable organization and Executive may not serve on more than two boards of directors of (whether the board(s) service is on behalf of non-profit or for-profit entities) at any time and Executive will be required to resign as a member of the board of directors of any such outside non-profit or for-profit entity at the request of the Board if the Board determines in its discretion that such service is materially interfering with the performance of his duties hereunder, and (2) the services and activities set forth on Schedule A attached hereto, provided such services out in clauses (i), (ii), and (iii) do not and will not materially interfere with Executive's obligations the Executive’s performance of his duties as provided in this Agreement and such services and activities would not reasonably be expected to materially and adversely affect the business or reputation of the Company. Executive represents further agrees to comply with all Company policies in existence or that he is not subject to any non-competition, confidentiality, trade secrets or other agreement(s) that would preclude, or restrict in any way, Executive from fully performing his services hereunder may be adopted by the Company during his employment with the Company. Employment Term. View More
Duties and Scope of Employment. (a) Position, Duties and Term. The term of employment of Executive pursuant to this Agreement (the “Services Term”) shall commence effective as of the Effective Date and shall end on the second anniversary of the Effective Date, unless earlier terminated pursuant to Section 2 hereof. During the Services Term, Executive will continue to serve, at the pleasure of the Board, serve as President and Chief Executive Officer and President (“CEO”) of the Company and shall report Company, reporting exclu...sively to the Company's Company’s Board of Directors (the "Board"). In the capacities of President and Chief Executive Officer, “Board”). Executive will render such business and professional services in the performance of his duties, duties as are consistent with Executive's Executive’s position within the Company. As CEO, Executive will be have the status of the highest ranking executive officer of the Company, with the full powers, responsibilities and authorities customary for the chief executive officer of publicly-traded corporations of the size, type and nature of the Company, together with such other powers, authorities and responsibilities as may reasonably be assigned to him by the Board. For the avoidance of doubt, continuation of Executive’s employment after the Services Term will be “at-will” (and Executive will report solely or the Company may terminate Executive’s employment at any time for any reason or no reason), and directly to the Board. The period Executive is employed failure by the Company under to renew this Agreement is referred following the end of the Services Term or termination of Executive following the end of the Services Term will not constitute a Constructive Termination (as defined below) or otherwise give rise to herein as the "Employment Term." any severance or other entitlements by Executive under Section 6. (b) Board Membership. At each annual meeting of the Company’s stockholders during the Services Term, the Company will nominate Executive will continue to serve as a member of the Board until the next Annual Meeting of Stockholders. Thereafter, his service on the Board will be subject to the same scrutiny by the Nominating and Governance Committee (the "Nominating Committee") as all other director nominee candidates. Executive's Board. Executive’s service as a member of the Board will be further subject to any required stockholder approval. Upon the termination of Executive's employment Executive’s service as CEO for any reason, unless otherwise determined by the Board, Executive will be deemed to have resigned from the Board (and any boards of subsidiaries) and any other positions held at the Company or any of its subsidiaries or affiliates voluntarily, without any further required action by Executive, as of the end cessation of Executive's employment and/or Executive’s services, and Executive, at the Board's request including, but not limited to, complying with NASDAQ independent Board membership thresholds. For so long as Executive remains an employee Board’s request, will execute any documents deemed in the discretion of the Company, he will not Company to be additionally compensated for reasonably necessary to reflect his services as a member of the Board. resignation(s). (c) Obligations. During the Employment Services Term, Executive will use good faith efforts to discharge Executive’s obligations under this Agreement to the best of Executive’s ability. As CEO, Executive will devote his full business efforts and time to the Company and will use good faith efforts to discharge his obligations under this Agreement to the best of his ability. Company. For the duration of the Employment Services Term, Executive agrees not to engage actively engage in any other employment, occupation, or consulting activity for any direct or indirect remuneration without the prior approval of the Board; Non-Executive Chairman of the Board (the “Non-Executive Chairman”) or, if there should be no Non-Executive Chairman, the Lead Director of the Board (which approval will not be unreasonably withheld, conditioned or delayed); provided, however, that Executive may, without the approval of the Board, such approval, serve in any capacity with any civic, educational, or charitable organization organization, participate in industry affairs and serve on the board(s) set forth on Schedule A attached hereto, manage his and his family’s personal passive investments, provided that such services do not materially interfere with Executive's Executive’s obligations to the Company. Executive may retain any compensation or benefits received as a result of consented to service as a director without any offset in respect of any compensation or benefits to be provided hereunder. Executive represents that he is not subject Executive’s employment by the Company and the performance by Executive of his obligations under this Agreement do not, and shall not, breach any agreement with any other party including, without limitation, any agreement that obligates him to keep in confidence any non-competition, confidentiality, trade secrets or confidential or proprietary information of his or of any other agreement(s) that would preclude, party, or restrict in any way, Executive to refrain from fully performing his services hereunder during his employment competing, directly or indirectly, with the Company. business of any other party. View More
