Chief Executive Officer’s Duties. Subject to the Board’s direction, the Chief Executive Officer or his/her designees will have the following duties, among others:
Chief Executive Officer’s Duties. In order for the parties to the Second Amended and Restated Executive Employment Agreement by and among Xxxxxx X. Xxxxxxxx and the Company, dated as of May 6, 2014, to clarify their expectations generally regarding the functions and responsibility of Executive in his role as the Chief Executive Officer of the Company, the following is a non exhaustive description of the parties expectations regarding various material areas of authority and responsibility of the Company’s Chief Executive Officer. The Chief Executive Officer will report to the Board of Directors of the Company (the “Board”) and will be subject to the review and oversight of the Board as is customary and consistent with applicable law and corporate/entity governance best practices from time to time. Such oversight will be affected by changing business, regulatory and economic conditions and the circumstances and condition, financial and otherwise, of the Company from time to time. Specifically, it is expected that the Chief Executive Officer will have direct management and oversight of the day-to-day business and operations of the Company and, subject to the Company’s current budget approved by the Board and subject to customary levels of materiality that are established by the Board for Board approval, in consultation with the Chief Executive Officer and consistent with the principles expressed above, the Executive’s day-to-day authority shall include, but not be limited to the following: (i) negotiating and executing all contracts, purchase orders, agreements and other obligations to be entered into by the Company in the ordinary course of its business, including the establishment of fee schedules and negotiating and executing agreements with third party payors, (ii) employment and personnel matters including the appointment, title, duties, compensation, supervision and dismissal of all employees, and medical professionals including physicians, health care professionals, attorneys and consultants with respect to ordinary course matters, other than the appointment or dismissal of senior management and other officer level employees, which, in any case, must be approved by the Board and (iii) providing the Board and/or Compensation Committee with his recommendations, which the Board or such committee will give due consideration to, with respect to the distribution of amounts of cash and/or equity bonuses or awards earned by senior management. Notwithstanding the foregoing, any transactions bet...
