Employment Duties and Acceptance Contract Clauses (116)

Employment Duties and Acceptance. 1.1 General. During the Term (as defined in Section 2), the Company shall employ Executive in the position of Chief Executive Officer of the Company and such other positions as shall be given to Executive by the Board of Directors of the Company (the "Board"). All of Executive's powers and authority in any capacity shall at all times be subject to the direction and control of the Board. The Board may assign to Executive such management and supervisory responsibilities and executive duties for th...e Company or any subsidiary of the Company, including serving as an executive officer and/or director of any subsidiary, as are consistent with Executive's status as Chief Executive Officer. The Company and Executive acknowledge that Executive's primary functions and duties as Chief Executive Officer shall be similar to those customarily performed by comparable officers of similar companies. 1.2 Full-Time Position. Executive accepts such employment and agrees to devote substantially all of his business time, energies and attention to the performance of his duties hereunder, except as otherwise approved by the Board. Nothing herein shall be construed as preventing Executive from making and supervising personal investments or participating in the activities of not-for-profit organizations, provided they will not interfere with the performance of Executive's duties hereunder. 1.3 Location. Executive shall perform his duties hereunder at the Company's offices located in Irvine, CA, except as approved by the Board. Executive shall undertake such occasional travel, within or outside the United States, as is reasonably necessary in the interests of the Company. View More

Employment Duties and Acceptance. 1.1 General. The Company hereby agrees to employ the Executive as its Chief Operating Officer and Executive Vice President. All of Executive's powers and authority in any capacity shall at all times be subject to the direction and control of the Company's Chief Executive Officer ("CEO"). The Executive may be assigned such management and supervisory responsibilities and executive duties for the Company or any subsidiary of the Company, including serving as an executive officer and/or director of ...any subsidiary, as are consistent with Executive's status as Chief Operating Officer and Executive Vice President. 1.2 Full-Time Position. Executive accepts such employment and agrees to devote his best efforts and full time to promote the business and affairs of the Company and its affiliated entities and shall be engaged in other business activities only to the extent that such activities do not materially interfere or conflict with his obligations to the Company hereunder. Nothing herein, other than Section 5.4 below, shall be construed as preventing Executive from making and supervising personal investments, or serving on civic, philanthropic, educational, or charitable boards or committees, or with the prior written consent of the Board, in its sole discretion, on either public or private corporate boards so long as such activities are not restricted under the Company's Code of Conduct and employment practices. Executive acknowledges and agrees that Schedule 1.2 attached hereto represents a complete list of corporate boards on which the Executive serves as of the effective date of this agreement. Notwithstanding any provision of this Section to the contrary, in no event shall the Executive invest in any business competitive with the Company or that would otherwise violate the provisions of Section 5.4 below. 1.3 Location. Executive will perform his duties in San Diego County, California or in such other location as may be mutually agreed by Executive and the Company. Executive shall undertake such travel, within or outside the United States, as is necessary to perform his duties hereunder. View More

Employment Duties and Acceptance. 1.1Employment, Duties. The Company does hereby hire, engage and employ the Executive, to render services to the Company as its Chief Financial Officer, and to perform such other duties consistent with such position or as may be assigned to the Executive by the Executive Chairman of the Company. The Executive will have the authority to hire individuals to provide services to the Company, subject to approval of such hires by the Executive Chairman of the Company. 1.2Acceptance. The Executive hereb...y accepts such employment and agrees to render the services described above. During the Term (as defined below), the Executive agrees to serve the Company faithfully and to the best of the Executive's ability and to use the Executive's best efforts, skill and ability to promote the Company's interests. 1.3Location. The duties to be performed by the Executive hereunder shall be performed in Dallas, Texas and such other locations mutually agreed with the Board of Directors of the Company (the "Board"), subject to reasonable travel requirements on behalf of the Company. View More

Employment Duties and Acceptance. As of October 1, 2019, the Company shall employ Executive as, and Executive agrees to serve and accept employment with the Company as, an employee on such date with the title of Executive Vice President. Commencing on December 20, 2019 or such earlier date as the Company may elect, Executive shall commence service as Executive Vice President and Chief Financial Officer of the Company, reporting directly to the Chief Executive Officer (the "CEO") of the Company. During the Term (as defined in Sec...tion 2 hereof), Executive shall devote substantially all of his working time and best efforts to such employment and perform such duties as an employee and subsequently, as Executive Vice President and Chief Financial Officer, in each case including those duties reasonably assigned by the CEO and/or his representatives and/or the board of directors of the Company (the "Board") or committees thereof. Executive shall be based at the Company's world headquarters in Wisconsin or Missouri office, as determined by the Company. In addition, during the Term, Executive agrees to serve without additional compensation as the Chief Financial Officer and or as an officer or director of any other subsidiaries or affiliates of the Company, as reasonably requested by the Company. Other than as provided in this Agreement or subsequently specifically and explicitly approved by the Board or the Compensation Committee, Executive shall not be entitled to any other compensation, benefits or severance for Executive's service to the Company. View More

Employment Duties and Acceptance. Effective on November 14, 2022 (or such earlier start date as the parties may mutually agree, the "Effective Date"), the Company hereby agrees to employ the Executive to render services to the Company in the capacity of President and Chief Executive Officer and to perform such other duties consistent with such position (including service as a director or officer of any Affiliate of the Company) as may be assigned by the Board of Directors (the "Board"). The Executive's title shall be President a...nd Chief Executive Officer. The Executive shall have all of the duties and authorities customarily and ordinarily exercised by executives in such position at entities of the Company's size and nature. The Executive shall be assigned no duties or authorities that are materially inconsistent with, or that materially impair the Executive's ability to discharge, the foregoing duties and authorities. The Executive shall be the most senior officer of the Company and shall report solely to the Board. All other senior officers of the Company shall report directly to the Executive (unless otherwise determined by the Executive, or as required by applicable law or the principles of good corporate governance). The Company agrees (i) that the Executive will be elected to the Board upon, or promptly following, the Effective Date and (ii) to nominate the Executive for re-election to the Board at the expiration of each term of office during the Term, and the Executive shall serve as a member of the Board for each period for which he is so elected. 1.2 Acceptance. The Executive hereby accepts such employment and agrees to render the services described above on an exclusive basis to the Company. During the Term, and consistent with Section 1.1, the Executive agrees to serve the Company faithfully and to use the Executive's efforts, skill and ability to promote the interests of the Company in a manner consistent with the Executive's position. The Executive also agrees to devote the Executive's entire business time, energy and skill to such employment, except for vacation time (as set forth in Section 3.6), absence for sickness or similar disability; provided that the Executive may serve on one board of directors of a for-profit company (in addition to the Company) (subject to the prior vetting and consent of the Board with respect to the identity of the applicable company, which consent shall not be unreasonably withheld or delayed), manage personal investments and participate in charitable, religious, or professional activities, so long as such activities do not materially interfere with the performance of the Executive's duties hereunder, create a conflict of interest or violate Section 5. The Executive may serve on other for-profit company boards of directors subject to the prior consent of the Board, which consent shall not be unreasonably withheld or delayed, to the extent such service meets the requirements of the third sentence of this Section 1.2. 1.3 Fiduciary Duties to the Company. The Executive acknowledges and agrees that the Executive owes a fiduciary duty of loyalty to the Company to act at all times in the best interest of the Company in a manner consistent with the Executive's position. In keeping with the Executive's fiduciary duties to the Company, the Executive agrees that the Executive shall not knowingly become involved in a conflict of interest or potential conflict of interest with the Company, or upon discovery thereof, allow such a conflict or potential conflict to continue, without first obtaining approval in accordance with policies and procedures of the Company. 1.4 Compliance with Policies. The Executive shall comply with all duly adopted Company policies in the performance of the Executive's duties, as such policies may be in effect from time to time and which have been previously provided to the Executive in writing or otherwise made available to him, including without limitation the Company's insider trading policy and minimum CEO stock ownership requirement. 1.5 Location. The duties to be performed by the Executive hereunder shall be performed primarily at the Company's headquarters offices in Cambridge, Massachusetts, subject to reasonable travel requirements consistent with the nature of the Executive's duties from time to time on behalf of the Company. View More

Employment Duties and Acceptance. 1.1 Employment by the Company. The Company shall employ the Executive, for itself and its subsidiaries and affiliates, for the Term (as herein defined), to render exclusive and full-time services in the capacity of President and Chief Operating Officer of the Company. 1.2 Duties/Authority. The Executive shall have such responsibilities, powers and duties substantially consistent with those he currently provides to the Company and customarily assigned to individuals serving in such position at co...mparable companies or as may be reasonably required by the conduct of the business of the Company. The Executive will report to the Chief Executive Officer of the Company. The Executive shall devote substantially all of Executive's working time and efforts to the business and affairs of the Company. Executive shall not, without the prior approval of the Company, whether for compensation or otherwise, directly or indirectly, alone or as a member of any partnership or other organization, be actively engaged in or concerned with any other business duties or personal pursuits which interfere with the performance of Executive's responsibilities under this Agreement. The Executive's reasonable participation in charitable organizations or on private or public company boards (subject to prior approval by the Company's board of directors (the "Board")) shall not be considered a violation of this provision. 1.3 Acceptance of Employment by the Executive. The Executive accepts such employment and shall render the services described above. Subject to appointment by the Board as such, the Executive may also serve during all or any part of the Term as an officer of any other entity controlled by the Company, and as a director of the Company and of any other entity controlled by the Company, in each case without any compensation therefor other than that specified in this Agreement. 1.4 Place of Employment. The Executive's principal place of employment shall be at the Company's headquarters, subject to such reasonable travel as the rendering of the services hereunder may require. View More

Employment Duties and Acceptance. The Company hereby employs Executive as, and Executive agrees to serve and accept employment with the Company as, Executive Chairman of the Board of Directors of the Parent ("EC"), and Chief Executive Officer of the Parent ("CEO"), in both roles reporting directly to the Board of Directors of the Parent (the "Board"). During the Term (as defined in Section 2 hereof), Executive shall perform such duties as reasonably requested by the Board consistent with Executive's respective positions as EC an...d CEO, as applicable, and shall devote such time as is reasonably necessary to perform his duties under this Agreement. As EC and as CEO, Executive shall have the authority and responsibilities consistent with such titles. It is understood and agreed that any actions with respect to Executive's employment, including amendments to this Agreement or changes in compensation, may only be taken pursuant to the advance approval of the Board. In addition, during the Term, Executive agrees to serve, without any additional compensation, as the Chief Executive Officer of the Company and as an officer and/or director of any other subsidiaries or controlled affiliates of the Parent, as requested by the Board and so long as consistent with the terms of this Agreement. View More

Employment Duties and Acceptance. 1.1 Employment, Duties. RCPC hereby employs the Executive for the Term (as defined in Section 2.1) to render exclusive and full-time services to the Company in the capacity of Chief Executive Officer and President of Revlon and RCPC, reporting to the Board of Directors of each of Revlon and RCPC, and to perform such duties and responsibilities and have such authority as shall be consistent with such position (including, if so elected or appointed, serving as a director of Revlon and/or RCPC and ...serving as a director and/or officer of any subsidiary of the Company), and such other duties and responsibilities, in each case as may be reasonably assigned to the Executive from time to time by Revlon's Board of Directors (the "Board"). The Executive shall be appointed to the Board on the Effective Date and nominated for election upon expiration of his term as a director while he serves as Chief Executive Officer. 1.2. Acceptance. The Executive hereby accepts such employment and agrees to render the services described above. During the Term, the Executive agrees to serve the Company faithfully, to devote the Executive's entire business time (subject to the last sentence of this Section 1.2), energy and skill to such employment, and to use the Executive's best efforts, skill and ability to promote the Company's interests. In addition, during the Term, the Executive shall be permitted to (i) serve on the board of directors of non-profit organizations and, with the consent of the Board, other for-profit organizations, provided that the Board consents to the Executive continuing to serve as a member of the board of directors of Kimberly-Clark Corporation, (ii) participate in charitable, civic, educational, professional, community or industry affairs and (iii) manage the Executive's passive personal investments so long as such activities, in the aggregate, do not materially interfere or conflict with the Executive's duties hereunder. 1.3. Location. The duties to be performed by the Executive hereunder shall be performed primarily at the office of RCPC in the New York City metropolitan area, subject to reasonable travel requirements consistent with the nature of the Executive's duties from time to time on behalf of the Company. 1.4. Representations. As an inducement for RCPC and Revlon to enter into this Agreement, the Executive hereby represents that the Executive is not a party to any contract, agreement or understanding which prevents, prohibits or limits him in any way from entering into and fully performing his obligations under this Agreement and any duties and responsibilities that may be assigned to him hereunder. The Executive agrees that he shall comply with the terms of his non-disclosure agreement with his prior employer, a copy of which he has disclosed to the Company. The Executive hereby represents that he provided the Company with accurate information about his compensation from his prior employer. View More