Common use of Position Duties; Commitment Clause in Contracts

Position Duties; Commitment. During the Employment Period, you will be employed by the Company as its Chief Executive Officer. You will report to the board of directors of the Company (the “Board”), and shall perform such duties consistent with your position as Chief Executive Officer and as may be assigned to you by the Board. During the Employment Period, the Company shall nominate you for election as a member of the Board at each meeting of the Company’s shareholders at which your election is subject to a vote by the Company’s shareholders and recommend that the shareholders of the Company vote to elect you as a member of the Board. To the extent so elected, you agree to serve on the Board without additional compensation. From time to time, you also may be designated to such offices within the Company or its subsidiaries as may be necessary or appropriate for the convenience of the businesses of the Company and its subsidiaries, and you agree to serve in such offices without additional compensation. You agree to devote substantially all of your working time, attention and energies to the Company and its Affiliates, and while you remain employed, not to engage in any other business activity that is in conflict with your duties and obligations to the Company; provided, however, that, for the avoidance of doubt, you may (i) manage your passive personal investments, (ii) serve on industry, trade, civic, charitable or non-profit corporate boards or committees, and (iii) with the advance written consent of the Board, serve on outside for-profit corporate boards or committees. For purposes of this Agreement, the term “Affiliates” means all persons and entities directly or indirectly controlling, controlled by or under common control with the Company, where control may be by management authority or equity interest.