Duties Contract Clauses (1,898)

Duties. Notwithstanding anything to the contrary contained in the Employment Agreement, including, without limitation, Section 3 of the Employment Agreement, the Company and Executive acknowledge and agree that effective as of January 9, 2023 and for the remainder of the Employment Term (as defined in the Employment Agreement), (i) Executive shall be employed as President of the Corporation, and such other titles as the Company may designate, and shall perform such duties and responsibilities as the Com...pany shall assign to Executive from time to time, including duties and responsibilities relating to the Company or Affiliates (as defined in the Employment Agreement) and certain officer positions of Affiliates as and if determined by the Company; (ii) Executive shall continue to report to the Chief Executive Officer of the Corporation or to such other person as designated by the Chief Executive Officer of the Corporation and/or the Board of Directors of the Corporation (as the same may change from time to time); and (iii) any references to Executive being employed as Chief Learning and Culture Officer within the Employment Agreement shall be deemed amended to reference Executive's employment as President. View More

Duties. The Executive shall serve as the Chairman and Chief Executive Officer (CEO) of the Company and shall have such duties of an executive nature as the Board shall determine from time to time which are customary and appropriate for the position of President and Chief Executive Officer, and for companies of similar size. The Executive will report to the Board of Directors.

Duties. Employee shall be employed during the Employment Term (as defined in Section 3) in the position of Senior Vice President and General Counsel. Employee will advance the best interests of Employer at all times during their employment and shall at all such times faithfully, industriously and to the best of their ability, perform all duties as may be required of them by virtue of their title and position and in accordance with the job description for his/her title and position as established by Empl...oyer's Board of Directors (the "Board") and/or its designee from time to time. Employee shall report to Employer's Chief Executive Officer. Employee shall comply with any and all written personnel policies, corporate policies and employment manuals of Employer in the conduct of their duties. View More

Duties. During the Term, the Executive shall serve in the position of Chief Operating Officer and shall report to and be subject to the general direction and control of the Board or its designee. In such capacity he shall be responsible for the supervision of the day to day operations of the Company and the implementation of its business plans and strategies, in each case, subject to the Board and in accordance with and subject to budgets approved from time to time by such Board. The Executive shall per...form such duties consistent with the Executive's position, as well as other related duties from time to time assigned to the Executive by the Board. The Executive further agrees to perform, without additional compensation, such other services for the Employer and for any of its affiliates as the Board shall from time to time specify, if such services are of the nature commonly associated with or similar to that of the Executive's position with a company engaged in activities similar to the activities engaged in by the Employer at the time of execution of this Agreement. For purposes of the Non-Disclosure Agreement and Sections 5 through 25 herein, the term "Employer" shall be deemed to include and refer to any and all affiliates of the Employer. The Executive acknowledges and agrees that the Non-Disclosure Agreement executed simultaneously with the Original Employment Agreement is hereby incorporated by reference herein and made a part hereof and that the Non-Disclosure Agreement constitutes a material part of this Agreement. View More

Duties. The Executive shall serve as the Chief Executive Officer of the Corporation, with such duties, responsibilities, and authority as are commensurate and consistent with his position, and such other duties, responsibilities and authority as may be, from time to time, reasonably assigned to him by the Board of Directors (the "Board") or Chairman of the Board of the Corporation. The Executive shall report directly to the Chairman of the Board of the Corporation. During the Term (as defined in Section... 3), the Executive shall devote his business time and efforts to the performance of his duties hereunder unless otherwise authorized by the Board. Notwithstanding the foregoing, the expenditure of reasonable amounts of time by the Executive for the making of passive personal investments, the conduct of private business affairs, and charitable and professional activities shall be allowed, provided such activities do not materially interfere with the services required to be rendered to the Corporation hereunder and do not violate the confidentiality provisions set forth in Section 8 below. For the avoidance of doubt, Executive may invest or be involved with other ventures and investments, including intellectual property or pharmaceutical related ventures and investments, (hereafter "Other Investments"), so long as all Other Investments are disclosed to the Corporation and the Corporation determines that Executive's involvement in any Other Investment does not contravene any provisions of this Agreement or will breach any of Executive's duties to Company or its stockholders. View More

Duties. The Executive shall perform such duties and functions as the Chief Operating Officer of the Company as are determined from time to time by the Company's Chief Executive Officer. In the performance of his duties, Executive shall comply with the policies of and be subject to the reasonable direction of the Board of Directors of the Company. The Executive agrees to devote his entire working time, attention and energies to the performance of the business of the Company and of any of its subsidiaries... or affiliates by which he may be employed; and Executive shall not, directly or indirectly, alone or as a member of any partnership, or as an officer, director or employee of any other corporation, partnership or other organization, be actively engaged in or concerned with any other duties or pursuits which interfere with the performance of his duties hereunder, or which, even if non-interfering, may be inimical to or contrary to the best interests of the Company. Executive's services shall be performed principally at the Company's headquarters in New York. View More

Duties. Nothing in this Agreement shall be deemed to create a partnership, joint venture or agency relationship between the parties. The parties hereto undertake to perform such duties and obligations only as expressly set forth herein. Such duties and obligations of the parties hereto with respect to the Shares shall be determined solely by the express provisions of this Agreement, and the parties hereto shall not be liable except for the performance of such duties and obligations with respect to the S...hares as are specifically set forth in this Agreement. The Company acknowledges that the Underwriters, the Forward Sellers and the Forward Counterparties disclaim any implied duties (including any fiduciary duty), covenants or obligations arising from the Underwriters', the Forward Sellers' and the Forward Counterparties' performance of their respective duties and obligations expressly set forth herein. View More

Duties. a. Employer shall employ Employee as its Chief Operating Officer and President of Direct Lending, and Employee shall perform such duties as customarily required of such a position, as identified in Exhibit A to this agreement. Employee will initially report to George Mangiaracina, Employer's President, although Employer reserves the right to designate another individual to whom Employee will report. b. The employment relationship between the parties shall be governed by the general employment po...licies and practices of Employer, as they may be amended from time to time, including but not limited to those relating to protecting confidential information and assignment of inventions and those pertaining to legal compliance and business ethics, provided, however, that when the terms of this Agreement differ from or conflict with Employer's general employment policies or practices, this Agreement shall control. View More

Duties. The Executive shall have such executive-level duties as are assigned or delegated to him by the CEO, consistent with his title. The Executive shall devote substantially all his working time and attention to the business of the Company, and shall cooperate fully in the advancement of the best interests of the Company. Subject to approval from the Company in writing in advance, the Executive, during the term of this Agreement or any extensions or renewals thereof agrees not to engage in any activi...ties outside of the scope of the Executive's employment that would detract from, or interfere with, the fulfillment of his responsibilities or duties under this Agreement. View More

Duties. Executive currently serves as Co-President and Chief Health and Nutrition Officer of the Company, with all of the authority, duties, and responsibilities commensurate with such positions. Effective March 30, 2020 (the "Effective Date"), Executive shall serve as the Chief Executive Officer of the Company and Parent, with all of the authority, duties and responsibilities commensurate with such position and such other duties commensurate with his position as are assigned to Executive from time to t...ime by the Board of Directors of the Company and/or the Board of Directors of Parent (referred to individually and collectively as the "Board"). As Chief Executive Officer, Executive shall report only to the Board. Executive acknowledges and agrees that the continued service of the Chairman of the Company and Parent and the performance of the Chairman's duties and responsibilities associated therewith shall not be deemed a breach of this Agreement nor constitute "Good Reason" for Executive's resignation under this Agreement or any other plan, policy or agreement applicable to Executive or to which Executive is a party. View More