Positions and Duties Clause Example from Business Contracts

Positions and Duties. 2.1 Position. During the Employment Term, Executive shall serve as the Executive Vice President and Chief Operating Officer of the Bank. 2.2 Duties. During the Employment Term, Executive shall have such duties, authorities, and responsibilities commensurate with his positions and such other duties and responsibilities consistent with Executive's positions as shall be determined from time to time by the Board of Directors of the Company (the "Board") or the Chief Executive Officer of the Bank. Ex...ecutive shall faithfully perform the duties of his employment and shall devote substantially all of his business time and attention to the performance of such duties. Executive will not engage in any other business, profession, or occupation for compensation or otherwise which would conflict or interfere with the performance of such services, directly or indirectly, without the prior written consent of the Board. Notwithstanding the foregoing, Executive will be permitted to (a) act or serve as a director, trustee, committee member, or principal of any type of business, civic, or charitable organization in accordance with the Bank's Conflict of Interest Policy, and (b) purchase or own less than five percent (5%) of the publicly traded securities of any corporation; provided that, such ownership represents a passive investment and that Executive is not a controlling person of, or a member of a group that controls, such corporation; provided further that, activities described in clauses (a) and (b) above do not interfere with the performance of Executive's duties. If requested by the Board, Executive shall serve as an executive officer and/or as a director of each of the Company's subsidiaries which are material to the business of the Company as determined by the Board in its sole discretion (collectively, the "Material Subsidiaries"). 2.3 Freedom to Contract. Executive represents and warrants that Executive has the right to enter into this Agreement, that he is eligible to continue employment by the Company and the Bank and that no other written or verbal agreements exist that would be in conflict with or prevent performance of any portion of this Agreement, including restrictive covenants. Executive represents and warrants that he has not made and will not make any contractual or other commitments that do or would conflict with or prevent Executive's performance of his obligations hereunder, including agreements not to compete, agreements not to solicit and/or confidentiality agreements. View More