Common use of Director Services Clause in Contracts

Director Services. The Director shall provide the following Services (“Director Services”): 董事服务。董事应提供以下服务(“董事服务”): (a) During the term of services as a director of the Company (“Directorship Term”), the Director make reasonable business efforts to attend all Board meetings, serve on appropriate subcommittees as reasonably requested by the Board, make himself available to the Company at mutually convenient times and places, attend external meetings and presentations, as appropriate and convenient, and perform such duties, services and responsibilities, and have the authority commensurate to such position. 在担任公司董事期间(“董事任期”),董事应尽合理的商业努力出席所有董事会会议,在董事会合理要求的适当小组委员会任职,在双方方便的时间和地点为公司服务,在适当和方便的情况下参加外部会议和演示,履行此类职责、服务和责任,并拥有与该职位相称的权力。 (b) The Director will use his best efforts to promote the interests of the Company. The Company recognizes that the Director (i) is or may become a full-time executive employee of another entity and that his responsibilities to such entity must have priority and (ii) sits or may sit on the board of directors of other entities, subject to any limitations set forth by the Sarbanes-Oxley Act of 2002 and limitations provided by any exchange or quotation service on which the Company’s common stock is listed or traded. Notwithstanding the same, the Director will provide the Company with prior written notice of any future commitments to such entities and use reasonable business efforts to coordinate his respective commitments so as to fulfill his obligations to the Company and, in any event, will fulfill his legal obligations as a Director. Other than as set forth above, the Director will not, without the prior notification to the Board, engage in any other business activity which could materially interfere with the performance of his duties, services and responsibilities hereunder or which is in violation of the reasonable policies established from time to time by the Company, provided that the foregoing shall in No way limit his activities on behalf of (i) any current employer and its affiliates or (ii) the board of directors of any entities on which he currently sits. At such time as the Board receives such notification, the Board may require the resignation of the Director if it determines that such business activity does in fact materially interfere with the performance of the Director’s duties, services and responsibilities hereunder. 董事将尽最大努力促进公司的利益。公司认识到,董事(i)现在或可能是另一实体的全职员工,他对该实体的责任必须具有优先权,以及(ii)担任或可能担任其他实体的董事会成员,受2002年《萨班斯-奥克斯利法案》规定的任何限制以及公司普通股上市或交易的任何交易所或报价服务提供的限制。尽管如此,董事将提前向公司发出书面通知,告知未来对这些实体的任何承诺,并尽合理的商业努力协调其各自的承诺,以履行其对公司的义务,并且在任何情况下,将履行其作为董事的法律义务。除上述规定外,未经事先通知董事会,董事不得从事任何其他可能严重干扰其履行本协议项下职责、服务和责任的商业活动,或违反公司不时制定的合理政策的商业活动,但上述规定不得限制其代表(i)任何现任雇主及其附属公司或(ii)其现任所在实体的董事会的活动。在董事会收到此类通知时,如果董事会确定此类商业活动事实上对董事履行本协议项下的职责、服务和责任造成重大干扰,则董事会可要求董事辞职。

Appears in 2 contracts

Sources: Director Agreement (Xiao-I Corp), Director Agreement (Xiao-I Corp)