Position; Duties Clause Samples

Position; Duties. (a) During the Employment Term (as defined in Section 2 below), the Executive shall serve as a Chief Executive Officer of the Company. In this capacity the Executive shall have such duties, authorities and responsibilities commensurate with the duties, authorities and responsibilities of persons in similar capacities in similarly sized companies and such other reasonable duties and responsibilities as the Board of Directors of the Company (the "Board") shall designate. The Executive shall report directly to the Chief Executive Officer. The Executive shall obey the lawful directions of the Board, the Company's Chief Executive Officer and any other senior executive of the Company to whom the Executive reports and shall use his diligent efforts to promote the interests of the Company and to maintain and promote the reputation thereof. (b) During the Employment Term, the Executive shall use his best efforts to perform his duties under this Agreement and shall devote all of his business time, energy and skill in the performance of his duties with the Company. The Executive shall not during the Employment Term (except as a representative of the Company or with consent in writing of the Board) be directly or indirectly engaged or concerned in any other business activity. Notwithstanding the foregoing provisions, the Executive is not prohibited from (1) participating in charitable, civic, educational, professional or community affairs or serving on the board of directors or advisory committees of non-profit entities, and (2) managing his and his family's personal investments, in each case, provided that such activities in the aggregate do not materially interfere with his duties hereunder.

Position; Duties. The Executive’s employment with the Company shall commence on September 1, 2014 (the “Commencement Date”). While employed by the Company under the terms of this Agreement, the Executive shall serve as Senior Vice President, Chief Medical Officer. In this position, the Executive shall report to the Company’s Chief Executive Officer (“CEO”) and shall have such duties, authorities and responsibilities as are customary with his position, including general supervision and direction of all clinical drug development activities (subject to the control of the CEO and the Board of Directors of the Company (the “Board”)), support and management of day-to-day clinical operations, strategic planning activities as well as such other duties as reasonably requested by the CEO (the “Responsibilities”). As an employee of the Company, the Executive will devote his full business time and efforts to the Company, and will not engage in any other gainful employment without the prior written consent of the CEO. The Executive shall also be required to comply with all Company policies and procedures as in effect from time to time. Without limiting the foregoing, the Executive will in particular be required to familiarize himself with and to comply with the Company’s published policy prohibiting unlawful harassment and discrimination and its published policy concerning drugs and alcohol. Executive shall be permitted to serve on the scientific advisory board and/or the Board of Directors of private or public companies so long as the companies are not competitors of the Company and such service does not create a conflict of interest with Executive’s employment with the Company and it does not violate the Confidentiality, Inventions, Non-Solicitation and Non-Competition Agreement between Executive and the Company. (a) Location: The Company and the Executive agree that Executive will work a minimum of three business days per week in the Company’s headquarters (currently Cambridge, MA). Executive’s schedule will be agreed upon between Executive and the CEO. It is understood that, in addition to managing the Company’s clinical activities, Executive is expected to play a leadership role in the Company and that, as such, his working in the Company’s headquarters for a minimum of three business days and interacting with employees is a necessary component of his employment. Executive agrees that, when he is working outside the Company’s headquarters, he will be available for calls and to part...

Position; Duties. The Executive shall serve the Company in the position of Chief Executive Officer. The Executive shall faithfully and diligently perform the duties appropriate to said position, which, in addition to those responsibilities assigned to him from time to time by the Board of Directors of the Company (the “Board of Directors”), shall include, among other things, responsibility for the overall performance of the Company and all of the Company’s subsidiaries. The Executive shall devote his full business time and attention to the performance of his duties and responsibilities hereunder.

Position; Duties. Subject to the terms and conditions of this Agreement, the Executive shall hold the position of Chief Medical Officer. In this position, the Executive will have the duties and authorities normally associated with a Chief Medical Officer of a company. The Executive will report to, and be subject to the direction of, the Company’s Chief Executive Officer. The Executive shall devote the Executive’s full business energies, interest, abilities and productive time to the proper and efficient performance of the Executive’s duties under this Agreement; provided, however, that the Executive may devote reasonable periods of time to (a) serving on the board of directors of other corporations subject to the prior approval of the Company’s Board of Directors (the “Board”), and (b) engaging in charitable or community service activities, so long as none of the foregoing additional activities materially interfere with the Executive’s duties under this Agreement.

Position; Duties. (a) Prior to the Separation, Executive shall continue to serve as Chief Executive Officer of Parent’s “Healthcare” business segment. In this capacity, Executive shall have such duties, authorities and responsibilities as the Chairman, President and Chief Executive Officer of Parent (the “CEO”) shall designate that are consistent with Executive’s position. Executive shall report to the CEO. (b) Upon and following the Separation, Executive shall serve as the Company’s Chief Executive Officer. In this capacity, Executive shall have such duties, authorities and responsibilities as the Board of Directors of the Company (“Board”) shall designate that are consistent with Executive’s position. Upon and following the Separation, Executive shall report to the Board. Hereinafter, for ease of reference, the term “Employing Company” shall refer to “Parent” prior to the Separation and “Company” thereafter. (c) Executive’s employment shall be at will, meaning that such employment may be terminated by Executive or by the Employing Company at any time and for any reason, with or without notice, subject to the provisions of Section 3 hereof. (d) Executive shall devote substantially all of his business time (excluding periods of vacation and other approved leaves of absence) to the performance of his duties with the Employing Company, provided the foregoing shall not prevent Executive from (i) participating in charitable, civic, educational, professional, community or industry affairs or, with prior written approval of the CEO or the Board (as applicable), serving on the board of directors or advisory boards of other companies; and (ii) managing his and his family’s personal investments so long as such activities do not materially interfere with the performance of his duties hereunder or create a potential business conflict or the appearance thereof. If at any time service on any board of directors or advisory board would, in the good faith judgment of the CEO or the Board (as applicable), conflict with Executive’s fiduciary duty to the Employing Company or create any appearance thereof, Executive shall promptly resign from such other board of directors or advisory board after written notice of the conflict is received from the CEO or the Board (as applicable). Service on the boards of directors or advisory boards disclosed by Executive to Parent on which he is serving as of the Effective Date is hereby approved by Parent and Company. (e) Executive further agrees to serve wi...

Position; Duties. Executive shall serve in the position of Senior Vice President, Human Resources of the Company. The Executive shall perform, faithfully and diligently, such duties, and shall have such responsibilities appropriate to said positions, as shall be assigned to her from time to time by the Chief Executive Officer and the Board of Directors of the Company. The Executive shall report to the Chief Executive Officer of the Company. The Executive shall devote her full business time and attention to the performance of her duties and responsibilities hereunder.

Position; Duties. (a) The Company agrees to continue to employ the Executive in the Executive’s capacity as of the Effective Date and with such title as approved by the Board, subject to the terms and conditions outlined in this Agreement. The Executive accepts the continuing employment. The Executive will have those responsibilities, duties, authorities and titles consistent with the Executive’s status as an officer of the Company as assigned from time to time by the Board, shall be subject to all rules, policies and procedures of the Company, and shall serve in such other executive capacities, without additional compensation, as may be assigned by the Board from time to time. (b) During the Employment Term, the Executive shall devote substantially all of his full business time (other than vacation and sick leave), energy and skill in the performance of his duties with the Company. However, this Agreement does not prevent the Executive from (i) managing his and his family’s personal passive investments, and (ii) participating in charitable, civic, educational, professional, community or industry affairs or serving on the board of directors of other companies (subject to the consent of the Board), so long as these activities do not materially interfere with the performance of his duties or create a potential actual or perceived conflict of interest or violate Section 10 of this Agreement.

Position; Duties. Executive shall hold the title and position of Chief Financial Officer and Corporate Treasurer of the Company and shall have the duties and responsibilities usually vested in such capacities, as determined from time to time by the Chief Executive Officer, Board of Directors and By-laws.

Position; Duties. During the period of Employee’s employment hereunder, Employee agrees to serve Employer, and Employer shall employ Employee, in the position listed on Exhibit A, or in such other capacity or capacities as may be determined from time to time by Employer. If appointed or elected, Employee also may serve as an officer, manager, consultant or agent of one or more Affiliated Entity other than Employer in such capacity or capacities as may be determined from time to time by Employer and Summer LLC. During the period of Employee’s employment with Employer, Employee shall in good faith devote Employee’s time, attention, skills and efforts to the business and affairs of Employer. Employee’s duties shall be performed under the direction and supervision of Employer’s Board of Directors (the “Board”) and may change in order to meet the Company’s existing needs at the direction of the Board. The foregoing shall not be construed as prohibiting Employee from serving on corporate, civic or charitable boards or committees or making personal investments, so long as such activities do not materially interfere with the performance of Employee’s obligations to Employer as set forth in this Agreement or as may be determined by Employer from time to time.