Common use of Employment Duties Clause in Contracts

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby will assume the positions of President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunder.

Appears in 2 contracts

Samples: Employment Agreement (Computer Task Group Inc), Employment Agreement (Computer Task Group Inc)

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Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to continue to employ the Executive, and the Executive hereby agrees to continue employment as Chairman of the Board on and after the Effective Date through and until his Retirement Date. Subject to the terms and conditions set forth in this Agreement, as of the Effective Date, the Executive will assume the positions of resign his position as President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. In connection with the performance of those duties, the Corporation acknowledges that Executive may perform those duties at locations other than the Corporation's executive office and it will not ordinarily require the Executive to be present in the Corporation's executive office more than six days per month. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the CorporationDirectors. With the prior consent of the Board of Directors of the CorporationDirectors, which will not be unreasonably withheld, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s 's duties hereunder.

Appears in 2 contracts

Samples: Transition and Retirement Agreement (Idex Corp /De/), Transition and Retirement Agreement (Idex Corp /De/)

Employment Duties. Subject to the terms and conditions set forth formal election by the Board of Directors of the Corporation (the “Board”) in this Agreementthe exercise of its judgment, the Corporation does hereby agrees to employ the Executive, and the Executive does hereby will assume accept employment by the positions of Corporation, as President and Chief Executive Officer (“CEO”) of the Corporation. As an executive officer of the Corporation, the Executive will perform his duties and discharge his responsibilities in full charge of the operation of its business and affairs, subject to the provisions of accordance with the by-laws of the Corporation in respect of and as the duties and responsibilities assigned Board from time to time by reasonably directs, recognizing the Board of Directors to the President nature and Chief Executive Officer, and subject also at all times to the control scope of the Board of DirectorsExecutive’s employment. Subject to the yearly election by the Board of Directors in the exercise of its judgmentBoard, it is contemplated that the Executive will continue to be elected to the positions position of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as CEO of the Board Corporation during the term of Directors may from time to time reasonably direct, that are commensurate with his positionthis Agreement. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability ability. The Executive agrees to devote his full business time and attention to the supervision and conduct of the business and affairs of the Corporation and to use all reasonable efforts faithfully and to the best of his ability promote the interests of the Corporation. The Executive may further agrees that he will engage in no outside business concerns or activities, and will not accept other gainful employment except with employment, without the prior consent Corporation’s written consent. The Corporation hereby acknowledges and consents to the Executive continuing to serve on any Boards of Directors on which he currently serves, and on the Boards of other nonprofit or charitable organizations, provided that the Executive agrees not to serve concurrently on the Board of Directors of more than one publicly held company during the Corporation. With the prior consent term of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunderAgreement.

Appears in 2 contracts

Samples: Employment Agreement (Greatbatch, Inc.), Employment Agreement (Greatbatch, Inc.)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby will assume accepts employment as Chairman of the positions of President Board and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President Chairman of the Board and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, direct that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. To the extent the Executive performs services for any affiliate or subsidiary of the Corporation, the Executive shall be entitled to compensation for such services in amounts approved by the Board of Directors. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the The Executive may manage his passive investments and be involved in charitable, civic and religious interests organizations so long as they do not materially interfere with the performance of the Executive’s 's duties hereunder. The Executive shall be entitled to make and manage personal investments, provided such investments and any activities undertaken in connection therewith do not violate any restrictive covenants in Sections 12 or 13 of this Agreement.

Appears in 1 contract

Samples: Employment Agreement (Rent Way Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby will assume the positions of President and Chief Executive Officer accepts employment, as _________________ of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer___________________________, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgmentjudgment and consistent with the other provisions of this Agreement, it is contemplated that the Executive will continue to be elected to the positions position of President and Chief Executive Officer__________________________. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his positionrecognizing the executive nature and scope of the Executive's employment. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the CorporationDirectors. With the prior consent of the Board of Directors of the CorporationDirectors, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (First Niagara Financial Group Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby will assume the positions of President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s 's duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (Computer Task Group Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to shall employ the Executive, and the Executive hereby will assume the positions of as Executive Vice President and Chief Executive Financial Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of Executive Vice President and Chief Executive Financial Officer. The Board may appoint other individuals in financial accounting executive officer positions from time to time. As Chief Financial Officer, the Executive will perform those duties have all of the duties, responsibilities and discharge those responsibilities as are authority commensurate with the position in companies of similar size and type and such other duties, not inconsistent with his position, and as assigned to him by the Exhibit 10 (e) Board of Directors may from time to time reasonably directtime, that are commensurate with his positionsubject also at all times to the control of the Board. The Executive shall report directly to the Chief Executive Officer. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept engage in other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments investments, including by acting as trustee for any trust formed for the benefit of himself, his spouse, their respective parents and his lineal descendants, and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s 's duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (Computer Task Group Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, Employee and the Executive Employee hereby will assume the positions of President and Chief Executive Officer accepts employment as Senior Vice President, Operations of the Corporation, Corporation in full charge of the operation of its business and affairsCorporation's field operations, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board Chairman of Directors to the President and Board, the Chief Executive OfficerOfficer and/or the President, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive Employee will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Chairman of the Board of Directors may Directors, the Chief Executive Officer and/or the President from time to time reasonably direct, direct that are commensurate with his position. The Executive Employee agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive Employee may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent Chairman of the Board of Directors or the Chief Executive Officer of the Corporation, the Executive . The Employee may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests organizations so long as they do not materially interfere with the performance of the Executive’s Employee's duties hereunder. The Employee shall be entitled to make and manage personal investments, provided such investments and any activities undertaken in connection therewith do not violate any restrictive covenants in Sections 10 or 11 of this Agreement.

Appears in 1 contract

Samples: Employment Agreement (Rent Way Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby will assume the positions of President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Computer Task Group, Incorporated Restated Employment Agreement with Xxxxx X. Xxxxx Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (Computer Task Group Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to shall employ the Executive, and the Executive hereby will assume the positions of as President and Chief Executive Officer of the Corporation. With the Executive’s consent, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws Board may appoint another individual as President of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and time. As Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to have all of the positions duties, responsibilities and authority commensurate with the position in companies of President similar size and Chief Executive Officer. The Executive will perform those duties type and discharge those responsibilities as are commensurate such other duties, not inconsistent with his position, as assigned to him by the Board. All employees and independent contractors shall report to Executive or his designee, provided that as necessary for governance purposes the Chief Financial Officer, the General Counsel and the audit staff may also report to the Board or a Committee thereof. The Executive shall report directly to the Board, which shall have general control of Directors may from the business of the Company. The Executive shall be initially appointed to the Board as soon as reasonably practicable after the commencement of employment and shall be nominated for reelection each time to time reasonably direct, that are commensurate with his positionterm would otherwise expire while he is Chief Executive Officer of the Corporation. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept engage in other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments investments, including by acting as trustee for any trust formed for the benefit of himself, his spouse, their respective parents and his lineal descendants, and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (Computer Task Group Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby will assume the positions of President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly formal election by the Board of Directors in the exercise of its judgment, the Corporation does hereby employ the Executive, and the Executive does hereby accept employment by the Corporation, as President, Chief Executive Officer, and Chairman of the Board of the Corporation. As an executive officer of the Corporation, the Executive shall perform his duties and discharge his responsibilities in accordance with the by-laws of the Corporation and as the Board of Directors of the Corporation shall from time to time reasonably direct recognizing the nature and scope of the Executive's employment. Subject to yearly election by the Board of Directors, it is contemplated that the Executive will continue to be elected to the positions position of President and President, Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as Chairman of the Board of Directors may from time to time reasonably direct, that are commensurate with his positionthe Corporation during the term of this Agreement. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability ability. The Executive agrees to devote his full business time and attention to the supervision and conduct of the business and affairs of the Corporation and to use all reasonable efforts faithfully and to the best of his ability promote the interests of the Corporation. The Executive may further agrees that he will engage in no outside business concerns or activities, and shall not accept other gainful employment except with employment, without the prior consent Corporation's written consent. The Corporation hereby acknowledges and consents to the Executive continuing as a Member of the Board of Directors of the Corporation. With the prior consent Analogic, Inc. and a Member of the Board of Directors and other membership related activities of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments HIMA and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunderHCIA.

Appears in 1 contract

Samples: Employment Agreement (Wilson Greatbatch Technologies Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby accepts employment, and, as of the Employment Date, will assume the positions roles as Chairman of the Board, President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the Chairman of the Board, President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of Chairman of the Board, President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the CorporationDirectors. With the prior consent of the Board of Directors of the CorporationDirectors, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s 's duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (Idex Corp /De/)

Employment Duties. Subject to the terms and conditions set forth formal election by the Board of Directors of the Corporation (the "Board") in this Agreementthe exercise of its judgment, the Corporation does hereby agrees to employ the Executive, and the Executive does hereby will assume accept continued employment by the positions of Corporation, as President and Chief Executive Officer ("CEO") of the Corporation. As an executive officer of the Corporation, the Executive will perform his duties and discharge his responsibilities in full charge of the operation of its business and affairs, subject to the provisions of accordance with the by-laws of the Corporation in respect of and as the duties and responsibilities assigned Board from time to time by reasonably directs, recognizing the Board of Directors to the President nature and Chief Executive Officer, and subject also at all times to the control scope of the Board of DirectorsExecutive's employment. Subject to the yearly election by the Board of Directors in the exercise of its judgmentBoard, it is contemplated that the Executive will continue to be elected to the positions position of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as CEO of the Board Corporation during the term of Directors may from time to time reasonably direct, that are commensurate with his positionthis Agreement. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability ability. The Executive agrees to devote his full business time and attention to the supervision and conduct of the business and affairs of the Corporation and to use all reasonable efforts faithfully and to the best of his ability promote the interests of the Corporation. The Executive may further agrees that he will engage in no outside business concerns or activities, and will not accept other gainful employment except with employment, without the prior consent Corporation's written consent. The Corporation hereby acknowledges and consents to the Executive continuing to serve on any Boards of Directors on which he currently serves, and on the Boards of other nonprofit or charitable organizations, provided that the Executive agrees not to serve concurrently on the Board of Directors of more than one publicly held company during the Corporation. With the prior consent term of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunderAgreement.

Appears in 1 contract

Samples: Employment Agreement (Integer Holdings Corp)

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Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to employ the Executive, and the Executive hereby will assume the positions of President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions position of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s 's duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (Computer Task Group Inc)

Employment Duties. Subject to During the terms and conditions set forth in this Agreementterm of the Executive's employment ----------------- hereunder, the Corporation hereby agrees to shall employ the Executive, Executive and the Executive hereby will assume the positions of President and shall serve as Chief Executive Operating Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by authority and direction of the Board of Directors in Chairman, the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive will perform those duties Officer and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive shall have supervision and control over, and responsibility for such general management and day-to-day operations of the Corporation as may become be designated by the Chief Executive Officer. The Executive shall also have such other powers and duties as may from time to time be prescribed by the Board of Directors of the Corporation; provided, however, that such duties are reasonably consistent with the duties normally performed by a directorChief Operating Officer. The Executive's principal place of employment shall be at the Corporation's headquarters in Menomonee Falls, trustee or other fiduciary of other corporationsWisconsin; provided, trusts or entities. Notwithstanding the foregoinghowever, that the Executive acknowledges and agrees that she may manage his passive investments from time to time be required to travel outside Milwaukee, Wisconsin on behalf of the Corporation. The Executive shall devote her entire working time and be involved in charitableefforts to the business affairs of the Corporation and its affiliates and shall faithfully and to the best of her ability perform her duties hereunder, civic and religious interests so long as they provided that Executive may take reasonable amounts of time to serve on corporate, civil or charitable boards or committees if such activities do not materially interfere with the performance of the Executive’s 's duties hereunder. The Executive hereby agrees to serve as an officer of the Corporation and of affiliates of the Corporation as part of her contemplated duties hereunder without additional compensation therefor.

Appears in 1 contract

Samples: Employment Agreement (Kohls Corporation)

Employment Duties. Subject to the terms and conditions set forth formal election by the Board of Directors of the Corporation (the "Board") in this Agreementthe exercise of its judgment, the Corporation does hereby agrees to employ the Executive, and the Executive does hereby will assume accept employment by the positions of Corporation, as President and Chief Executive Officer ("CEO") of the Corporation. As an executive officer of the Corporation, the Executive will perform his duties and discharge his responsibilities in full charge of the operation of its business and affairs, subject to the provisions of accordance with the by-laws of the Corporation in respect of and as the duties and responsibilities assigned Board from time to time by reasonably directs, recognizing the Board of Directors to the President nature and Chief Executive Officer, and subject also at all times to the control scope of the Board of DirectorsExecutive's employment. Subject to the yearly election by the Board of Directors in the exercise of its judgmentBoard, it is contemplated that the Executive will continue to be elected to the positions position of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as CEO of the Board Corporation during the term of Directors may from time to time reasonably direct, that are commensurate with his positionthis Agreement. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability ability. The Executive agrees to devote his full business time and attention to the supervision and conduct of the business and affairs of the Corporation and to use all reasonable efforts faithfully and to the best of his ability promote the interests of the Corporation. The Executive may further agrees that he will engage in no outside business concerns or activities, and will not accept other gainful employment except with employment, without the prior consent Corporation's written consent. The Corporation hereby acknowledges and consents to the Executive continuing to serve on any Boards of Directors on which he currently serves, and on the Boards of other nonprofit or charitable organizations, provided that the Executive agrees not to serve concurrently on the Board of Directors of more than one publicly held company during the Corporation. With the prior consent term of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunderAgreement.

Appears in 1 contract

Samples: Employment Agreement (Greatbatch, Inc.)

Employment Duties. Subject to During the terms and conditions set forth in this Agreementterm of Executive’s employment hereunder, the Corporation hereby agrees to shall employ the Executive, Executive and the Executive hereby will assume the positions of shall serve as President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President authority and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests direction of the Corporation. The Executive may not accept other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of Chairman and the Board of Directors of the Corporation, Executive shall have supervision and control over, and responsibility for, the general management and day-to-day operation of the Corporation. Executive shall also have such other powers and duties as may from time to time be prescribed by the Board of Directors of the Corporation; provided, however, that such duties are reasonably consistent with the duties normally performed by a President and Chief Executive Officer. Executive’s principal place of employment shall be at the Corporation’s headquarters in Menomonee Falls, Wisconsin; provided, however, that Executive acknowledges and agrees that he may from time to time be required to travel outside Milwaukee, Wisconsin on behalf of the Corporation. Executive shall devote his entire working time and efforts to the business affairs of the Corporation and its affiliates and shall faithfully and to the best of his ability perform his duties hereunder, provided that Executive may become a directortake reasonable amounts of time to serve on corporate, trustee civil or charitable boards or committees and such other fiduciary boards or committees as shall be approved by the Corporation’s Board of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they Directors if such activities do not materially interfere with the performance of the Executive’s duties hereunder. Executive hereby agrees to serve as an officer of the Corporation and of affiliates of the Corporation as part of his contemplated duties hereunder without additional compensation therefor.

Appears in 1 contract

Samples: Employment Agreement (Kohls Corporation)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the The Corporation hereby agrees to employ engages and employs Executive as the Executive, and the Executive hereby will assume the positions of President and Chief Executive Officer of the Corporation, in full charge and Executive hereby accepts such engagement and employment as the Chief Executive Officer and President of the operation Corporation, for the term of its business and affairs, subject this Agreement as long as Executive desires to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directorsserve. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it It is contemplated expected that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive will perform those such duties and discharge those responsibilities as are commensurate with his position, such titles and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Corporation shall reasonably determine, and the employment duties of Executive may not accept other gainful employment except with the prior consent of will include reporting directly to the Board of Directors of the Corporation. With Corporation for the prior consent full time high quality performance of directing, supervising and having responsibility for all aspects of the operations and general affairs of the Corporation as directed by the Board of Directors Directors. During the term of this Agreement, Executive agrees to devote his full-time and attention to the business and affairs of the Corporation, the Corporation and its subsidiaries; provided that Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in undertake charitable, civic civic, and religious interests other non-profit activities and business activities related to personal investments so long as they such activities do not materially interfere with the performance of the Executive’s his duties hereunder. Executive further agrees to serve without additional compensation as an officer or director of any subsidiaries of the Corporation upon request of the Board of Directors. The Corporation shall elect Executive as a director within three months of the date hereof. Thereafter during the Term the Corporation shall cause Executive to be nominated for reelection as part of management’s nominees at each annual meeting of shareholders.

Appears in 1 contract

Samples: Employment Agreement (Caldera Pharmaceuticals Inc)

Employment Duties. Subject to During the terms and conditions set forth in this Agreementterm of Executive’s employment hereunder, the Corporation hereby agrees to shall employ the Executive, Executive and the Executive hereby will assume the positions of President and Chief Executive Officer shall serve as Chairman of the Corporation, in full charge . At the will of the operation Board of its business and affairsDirectors, subject to Executive shall serve as the provisions Chairman of the byBoard. Executive shall supervise and manage various corporate strategic initiatives and shall have supervision and control over, and responsibility for, the general management of such aspects of the day-laws to-day operation of the Corporation in respect of the duties and responsibilities assigned as may from time to time be prescribed by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board Corporation; provided, however, that such duties are reasonably consistent with the duties normally performed by a Chairman. Executive’s principal place of Directors. Subject to employment shall be at the yearly election by the Board of Directors Corporation’s headquarters in the exercise of its judgmentMenomonee Falls, it is contemplated Wisconsin; provided, however, that the Executive will continue to be elected to the positions of President acknowledges and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors agrees that he may from time to time reasonably directbe required to travel outside Milwaukee, that are commensurate with Wisconsin on behalf of the Corporation. Executive shall devote his position. The Executive agrees entire working time and efforts to perform his duties the business affairs of the Corporation and discharge his responsibilities in a faithful manner its affiliates and shall faithfully and to the best of his ability perform his duties hereunder, provided that Executive may take reasonable amounts of time to serve on corporate, civil or charitable boards or committees and to use all reasonable efforts to promote the interests of such other boards or committees as shall be approved by the Corporation. The Executive may not accept other gainful employment except with the prior consent of the ’s Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they if such activities do not materially interfere with the performance of the Executive’s duties hereunder. Executive hereby agrees to serve as an officer of the Corporation and of affiliates of the Corporation as part of his contemplated duties hereunder without additional compensation therefor.

Appears in 1 contract

Samples: Employment Agreement (Kohls Corporation)

Employment Duties. Subject to the terms and conditions set forth in this Agreementherein, the Corporation Company hereby agrees continues to employ the Executive, and the Executive hereby will assume the positions of as its President and Chief Executive Officer during the Employment Period, and Executive hereby accepts such employment. Executive will serve as the most senior executive officer of the CorporationCompany, in full charge reporting directly to the Board of Directors of the operation of its business Company (the “Board”). Executive will have the normal duties, responsibilities, and affairsauthority implied by such position, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control power of the Board of Directorsto expand such duties or limit such duties (subject to Executive’s rights as set forth in this Agreement). Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Executive will perform those duties and discharge those responsibilities as are commensurate with his position, and as the Board of Directors may from time to time reasonably direct, that are commensurate with his position. The Executive agrees to perform his duties for the Company diligently, competently, and discharge his responsibilities in a faithful manner good faith manner. Executive’s principal work location will be in Las Vegas, Nevada or such other location as the Company and Executive may agree in writing; provided that Executive will be permitted to work remotely from time to time, so long as this remote work does not interfere with performance of his duties. During the Employment Period, Executive shall devote substantially all of Executive’s business time, best efforts and business judgment, skill and knowledge to the advancement of the Company’s interests and to the best discharge of his ability Executive’s duties and to use all reasonable efforts to promote responsibilities hereunder. Without the interests prior written approval of the Corporation. The Board (which approval shall not be unreasonably withheld or delayed), Executive may not accept other gainful employment except with the prior consent serve as a member of the Board board of Directors directors or board of the Corporationadvisors of any other for-profit company or for-profit organization. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the The Company consents to Executive’s duties hereundermembership to his HOA board and his membership on the Gusmer Enterprises, Inc. advisory board .

Appears in 1 contract

Samples: Employment Agreement (Transact Technologies Inc)

Employment Duties. Subject to the terms and conditions set forth in this Agreement, the Corporation hereby agrees to shall employ the Executive, and the Executive hereby will assume the positions of as President and Chief Executive Officer of the Corporation, in full charge of the operation of its business and affairs, subject to the provisions of the by-laws of the Corporation in respect of the duties and responsibilities assigned from time to time by the Board of Directors to the President and Chief Executive Officer, and subject also at all times to the control of the Board of Directors. Subject to the yearly election by the Board of Directors in the exercise of its judgment, it is contemplated that the Executive will continue to be elected to the positions of President and Chief Executive Officer. The Board may appoint another individual as President of the Corporation from time to time. As Chief Executive Officer, the Executive will perform those duties have all of the duties, responsibilities and discharge those responsibilities as are authority commensurate with the position in companies of similar size and type and such other duties, not inconsistent with his position, and as assigned to him by the Board of Directors may from time to time reasonably directtime, subject also at all times to the control of the Board. All employees and independent contractors shall report to Executive or his designee, provided that are commensurate with his positionas necessary for governance purposes the Chief Financial Officer, the General Counsel and the audit staff may also report to the Board or a Committee thereof. The Executive shall report directly to the Board, which shall have general control of the business of the Corporation. The Executive agrees to perform his duties and discharge his responsibilities in a faithful manner and to the best of his ability and to use all reasonable efforts to promote the interests of the Corporation. The Executive may not accept engage in other gainful employment except with the prior consent of the Board of Directors of the Corporation. With the prior consent of the Board of Directors of the Corporation, the Executive may become a director, trustee or other fiduciary of other corporations, trusts or entities. Notwithstanding the foregoing, the Executive may manage his passive investments investments, including by acting as trustee for any trust formed for the benefit of himself, his spouse, their respective parents and his lineal descendants, and be involved in charitable, civic and religious interests so long as they do not materially interfere with the performance of the Executive’s duties hereunder.

Appears in 1 contract

Samples: Employment Agreement (Computer Task Group Inc)

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