Title and Duties Contract Clauses (86)

Title and Duties. (a) Title and Duties. You will be employed by the Company, on a full-time basis, as its Chief Medical Officer and to serve as an officer with that same position of Parent, working out of the Company's headquarters located in San Diego, California. You shall have all the duties, responsibilities and authority commensurate with these positions, subject to the supervision of, and reporting directly to, the Chief Executive Officer of the Company (the "Supervising Officer"). For the avoidance of doub...t, all references in this Agreement to your "employment with the Company" shall include your employment with the Company and any of its affiliates and subsidiaries, as applicable. (b) Time Commitment; Outside Activities. You agree to perform the duties and responsibilities of your positions, and such other duties and responsibilities as shall from time to time be mutually agreed upon between you and the Supervising Officer. You agree that, while employed by the Company, you will devote substantially all of your business time and your best efforts, business judgment, skill and knowledge exclusively to the advancement of the business and interests of the Company and to the discharge of your duties and responsibilities for it; provided, however, it is agreed that you may participate in outside charitable, civic, educational, professional, community or industry activities to the extent such activities do not individually or in the aggregate interfere with your duties and responsibilities to the Company or create an actual or potential conflict of interest with the Company's business; provided, further, that your service on any outside boards (whether for profit or non-profit) shall require the prior consent of the Supervising Officer. You agree to abide by the rules, regulations, instructions, personnel practices and policies of the Company, as adopted and amended from time to time by the Company. (c) Transfer of Employment to Gossamer Services. Effective January 1, 2019, the Company will undertake an internal reorganization pursuant to which the employment of all employees will be transferred from Parent to Gossamer Services. As a result, effective January 1, 2019, Gossamer Services will be your employer of record. There will be no break in service as a 1 result of this transfer of employment. You will continue to work in your same position, with the same terms and conditions of employment, and with the same Supervising Officer, as is currently in effect. In addition, you will continue to participate in substantially the same employee benefit plans that you participated in prior to the transfer, with no immediate changes in benefits or coverage (unless you elect any such changes during open enrollment for 2019). Subject to your elections, all applicable benefits withholdings and elections will continue following the transfer of your employment. Except as described in Section 2(e) below, all other terms and conditions related to your employment will be assigned to Gossamer Services and will remain in full force and effect after the transfer of your employment. View More

Title and Duties. During the period from the Effective Date through the Term, XGS shall employ Executive as its Chief Commercial Officer ("CCO"), and Executive accepts employment in such capacity. Executive will report to the CEO and be subject to the general supervision and direction of the CEO and as needed for compliance and governance purposes of the Board of Directors of the Company ("Board"). If requested, Executive will serve in similar capacities for each or any subsidiary of XGS without additional compen...sation. Executive shall perform such duties as are customarily performed by someone holding the title of CCO in the same or similar businesses or enterprises as that engaged in by the Company and such other duties as the CEO may assign from time to time. View More

Title and Duties. Contingent on the successful consummation of the Arsanis Merger, and subject to the terms and conditions of this Agreement, Executive's position with Company shall be Chief Executive Officer ("CEO"), reporting to Company's Board of Directors (the "Board"). Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive's ability the duties normally associated with such position and as reasonably determined by the Board in its sole ...discretion. While serving as CEO hereunder, Executive shall devote all of Executive's business time and energies to the business and affairs of Company, provided that nothing contained in this Section 1 shall prevent or limit: (a) Executive's right to manage Executive's personal investments on Executive's own personal time, including, without limitation the right to make passive investments in the securities of (i) any entity which Executive does not control, directly or indirectly, and which does not compete with Company, or (ii) any publicly held entity, so long as Executive's aggregate direct and indirect interest does not exceed two percent (2%) of the issued and outstanding securities of any class of securities of such publicly held entity; and (b) Executive's participation in civic and charitable activities, including as a member of a board of a civic or charitable organization, so long as such activities do not interfere with Executive's performance of Executive's duties hereunder. View More

Title and Duties. You shall hold the title of Chief Financial Officer ("CFO") of the Company, Stellar (which shall change its name to Edesa Biotech Inc. at or following the Closing) and its affiliated entities (collectively, the "Edesa Entities"). You will be responsible for performing such duties as the CEO of the Edesa Entities or his designee may assign, including all duties usually and customarily rendered by and required of the CFO of a publicly traded company, and including such duties as are described in a...ny written job description that may be provided to you and amended from time to time. You will devote your full business time and attention to performing your duties diligently and with undivided loyalty toward the Company and the other Edesa Entities. While employed by the Company, you will not compete with or take steps to compete with the Edesa Entities, assist any other person or entity to compete with or prepare to compete with the Edesa Entities, or engage in any other conduct that creates a conflict of interest with your duty of loyalty to the Company and the other Edesa Entities. View More

Title and Duties. The Employee shall serve as Chief Executive Officer of the Company. The Employee will have duties and responsibilities that are customary for the Employee's position, and shall report to the Chairman of the Board. The Employee will devote all reasonable efforts and all of the Employee's business time to the Company. The Employee shall also be appointed to serve as a member of the Board, effective as of the Employment Start Date.

Title and Duties. Subject to the terms and conditions of this Agreement, Executive's position with Company will be Chief Operating Officer ("COO"), reporting to Company's Chief Executive Officer. Executive accepts such employment upon the terms and conditions set forth herein, and agrees to perform to the best of Executive's ability the duties normally associated with such position and as reasonably determined by the Company in its sole discretion. While serving as COO hereunder, Executive shall devote substantia...lly all of Executive's business time and energies to the business and affairs of Company and shall be subject to, and shall comply in all material respects with, the policies of Company applicable to Executive. Notwithstanding the foregoing, Executive may: (i) serve as a member of the board of directors of no more than two (2) other companies with the Board's prior consent; (ii) engage in charitable, professional trade association, civic, educational and religious activities, and (iii) manage personal and family investments, in each case, to the extent such activities, whether individually or in the aggregate, do not materially interfere or conflict with the performance of Executive's duties and responsibilities to the Company and provided further that Executive's services are not performed for any company that competes with the Company, directly or indirectly. The Company has pre-approved the "Outside Activities" listed on Exhibit A, and Executive shall provide an updated list of any such activities in the preceding clauses (i) – (iii) to the Company on an annual basis. View More

Title and Duties. (a) The Executive will serve as Vice President – Finance of the Company, and, beginning April 1, 2018, Vice President – Finance and Chief Financial Officer of the Company, except that the Company may, from time to time, change the title and/or duties of the Executive in such manner as shall not unduly prejudice the rights of the Executive hereunder. The Executive will report to the chief executive officer of the Company or to such other person as shall be designated, from time to time, by the Bo...ard of Directors of the Company. (b) The Executive shall not during the term hereof undertake or accept any other employment or occupation, whether paid or unpaid. The Executive acknowledges and agrees that, although ordinary working hours are expected to be Monday through Friday, 8 a.m. to 5 p.m., under certain circumstances the performance of her duties hereunder may require additional time and/or domestic and international travel. The Executive acknowledges that this is a managerial position, and that accordingly overtime hours will be worked as needed, without additional compensation. (c) The Executive's place of work will be in Ann Arbor, Michigan, or at such other place as the Company may from time to time specify, provided that the employment of the Executive on a permanent basis at a place which is located more than fifty (50) miles from Ann Arbor, Michigan shall be done only with the Executive's prior consent. View More