Common use of Duties and Performance Clause in Contracts

Duties and Performance. (a) During the Term, Employee shall be employed on a full-time basis as President and Chief Executive Officer of the Company and shall have such authority and shall perform such duties consistent with her position as may be reasonably assigned to her by, and shall report to the Board of Directors of the Company (the “Board”). Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her business time and attentions to her duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her in connection with the performance of her duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Termterm of this Agreement, Employee shall be employed by the Company on a full-time basis as President and Chief Executive Officer of the Company Company's subsidiary The Hamixxxx-Xxxxx Xxxpany, Inc. and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her by, him and shall report to the Chief Executive Officer of the Company or any other person designated by the Board of Directors of the Company (the “Board”"Board of Directors"); provided, however, that without the approval of the Board of Directors, Employee may not, on behalf of the Company, (A) enter into employment arrangements for the Company's employees for any fixed term or duration, (B) borrow funds or make material capital expenditures or commitments, (C) sell common stock or any other security of the Company or acquire or sell any subsidiary of the Company, (D) alter or adopt any employee benefit plans, or (E) adopt or maintain any employee policy or program different from those of the Company on the Effective Date to the extent the Employee is knowledgeable with respect to such policy or program. The Company shall retain full direction and control of the means and methods by which the Employee performs the above services. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions attention to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Except for those business entities listed on Schedule 2(b), without the prior written approval of the Board of Directors (which the Board of Directors may grant or withhold in their sole discretion), Employee, during the term of this Agreement or any renewal thereof, will not (i) accept any other employment, (ii) serve on the board of directors or similar body of any other business entity, or (iii) engage, directly or indirectly, in any other business activity (whether or not pursued for pecuniary advantage) that is or may be competitive with, or that might place him in a competing position to, that of the Company or any of its Affiliates. (c) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that provided Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Term, Employee shall be employed on a full-time basis as President Chief Financial Officer, Treasurer and Chief Executive Officer Corporate Secretary (Principal Financial and Accounting Officer) of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her him by, and shall report to the Board of Directors Chief Executive Officer of the Company (the “Board”)Company. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her his obligations hereunder. At all times during the Term: (i) , Employee’s office and the base from which she he primarily performs her his duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Term, Employee shall be employed by, if any, Edgewater Delaware on a full-time basis as President Chief Financial Officer and Treasurer of Edgewater Delaware, as well as being employed on a full-time basis as the Chief Executive Financial Officer and Treasurer of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her his by, and shall report to the Board of Directors Chief Executive Officer of the Company (the “Board”)Company. Employee shall use all reasonable efforts to further the interests of Edgewater Delaware, the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in more than five percent (5%) of the outstanding shares of companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s businessEdgewater Delaware) and devoting time to non-business related ventures, such as real estate investments and charitable activitiesinvestments, so long as such activities do not prevent, prevent or materially interfere, interfere with Employee’s performance of her his obligations hereunder. At all times during the Term: (i) , Employee’s office and the base from which she primarily performs her his duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of Edgewater Delaware and/or the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her his in connection with the performance of her his duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by Edgewater Delaware and/or the Company.

Duties and Performance. (a) During the Term, Employee shall be employed by, if any, Edgewater Delaware on a full-time basis as President and Chief Executive Operating Officer of Edgewater Delaware, as well as being employed on a full-time basis as the Chief Operating Officer of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her him by, and shall report to the Board of Directors Chief Executive Officer of the Company (the “Board”)Company. Employee shall use all reasonable efforts to further the interests of Edgewater Delaware, the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in more than five percent (5%) of the outstanding shares of companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s businessEdgewater Delaware) and devoting time to non-business related ventures, such as real estate investments and charitable activitiesinvestments, so long as such activities do not prevent, prevent or materially interfere, interfere with Employee’s performance of her his obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her his duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of Edgewater Delaware and/or the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by Edgewater Delaware and/or the Company.

Duties and Performance. (a) During the Termterm of this Agreement, Employee shall be employed by the Company on a full-time basis as President and Chief Executive Officer of the Company Edgewater and shall have such authority and shall perform such duties consistent with her position as may be reasonably assigned to her by, and shall report to to, the Board of Directors of the Company (the “Board”)Directors. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries Edgewater and shall devote substantially all of her business time and attentions to her duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in more than five percent (5%) of the outstanding shares of companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s businessEdgewater) and devoting time to non-business related ventures, such as real estate investments and charitable activitiesinvestments, so long as such activities do not prevent, prevent or materially interfere, interfere with Employee’s 's performance of her obligations hereunder. At all times during the Term: (i) term of this Agreement, Employee’s 's office and the base from which she primarily performs her duties hereunder shall be located at the Company’s 's offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of the CompanyEdgewater, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her in connection with the performance of her duties of employment hereunder; provided, however, that provided Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the CompanyEdgewater.

Duties and Performance. (a) During the Term, Employee shall be employed by, if any, Edgewater Delaware on a full-time basis as President and Executive Vice President—Chief Technology Officer of Edgewater Delaware, as well as being employed on a full- time basis as the Executive Vice President—Chief Technology Officer of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her him by, and shall report to the Board of Directors Chief Executive Officer of the Company (the “Board”)Company. Employee shall use all reasonable efforts to further the interests of Edgewater Delaware, the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in more than five percent (5%) of the outstanding shares of companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s businessEdgewater Delaware) and devoting time to non-business related ventures, such as real estate investments and charitable activitiesinvestments, so long as such activities do not prevent, prevent or materially interfere, interfere with Employee’s performance of her his obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her his duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of Edgewater Delaware and/or the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by Edgewater Delaware and/or the Company.

Duties and Performance. (a) During the Termterm of this Agreement, Employee shall be employed by the Company on a full-time basis as President and Chief Executive Officer of the Company Company's subsidiary Corporate Staffing Resources LLC and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her by, him and shall report to the Chief Executive Officer of the 2 Company or any other person designated by the Board of Directors of the Company (the “Board”"Board of Directors"); provided, however, that without the approval of the Board of Directors, Employee may not, on behalf of the Company, (A) enter into employment arrangements for the Company's employees for any fixed term or duration, (B) borrow funds or make material capital expenditures or commitments, (C) sell common stock or any other security of the Company or acquire or sell any subsidiary of the Company, (D) alter or adopt any employee benefit plans, or (E) adopt or maintain any employee policy or program different from those of the Company on the Effective Date to the extent the Employee is knowledgeable with respect to such policy or program. The Company shall retain full direction and control of the means and methods by which the Employee performs the above services. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions attention to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Except with the prior written approval of the Board of Directors (which the Board of Directors may grant or withhold in their sole discretion), Employee, during the term of this Agreement or any renewal thereof, will not (i) accept any other employment, (ii) serve on the board of directors or similar body of any other business entity, or (iii) engage, directly or indirectly, in any other business activity (whether or not pursued for pecuniary advantage) that is or may be competitive with, or that might place him in a competing position to, that of the Company or any of its Affiliates. (c) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that provided Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Termterm of this Agreement, Employee shall be employed by the Company on a full-time basis as President and its Chief Executive Administrative Officer of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her by, him and shall report to the Chief Executive Officer of the Company or any other person designated by the Board of Directors of the Company (the “Board”"Board of Directors"); provided, however, that without the approval of the Board of Directors, Employee may not, on behalf of the Company, (A) enter into employment arrangements for the Company's employees for any fixed term or duration, (B) borrow funds or make material capital expenditures or commitments, (C) sell common stock or any other security of the Company or acquire or sell any subsidiary of the Company, (D) alter or adopt any employee benefit plans, or (E) adopt or maintain any employee policy or program different from those of the Company on the Effective Date to the extent the Employee is knowledgeable with respect to such policy or program. The Company shall retain full direction and control of the means and methods by which the Employee performs the above services. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions attention to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Except for those business entities listed on Schedule 2(b), without the prior written approval of the Board of Directors (which the Board of Directors may grant or withhold in their sole discretion), Employee, during the term of this Agreement or any renewal thereof, will not (i) accept any other employment, (ii) serve on the board of directors or similar body of any other business entity, or (iii) engage, directly or indirectly, in any other business activity (whether or not pursued for pecuniary advantage) that is or may be competitive with, or that might place him in a competing position to, that of the Company or any of its Affiliates. (c) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that provided Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Termterm of this Agreement, Employee shall be employed by the Company on a full-time basis as President and Chief Executive Technology Officer of the Company Edgewater and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her him by, and shall report to to, the Board of Directors President of the Company (the “Board”)Company. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries Edgewater and shall devote substantially all of her his business time and attentions to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in more than five percent (5%) of the outstanding shares of companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s businessEdgewater) and devoting time to non-business related ventures, such as real estate investments and charitable activitiesinvestments, so long as such activities do not prevent, prevent or materially interfere, interfere with Employee’s 's performance of her his obligations hereunder. At all times during the Term: (i) term of this Agreement, Employee’s 's office and the base from which she he primarily performs her his duties hereunder shall be located at the Company’s 's offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of the CompanyEdgewater, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that provided Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the CompanyEdgewater.

Duties and Performance. (a) During the Term, Employee shall be employed by, if any, Edgewater Delaware on a full-time basis as President and Chief Executive Officer of Edgewater Delaware, as well as being employed on a full-time basis as the President and Chief Executive Officer of the Company and shall have such authority and shall perform such duties consistent with her position as may be reasonably assigned to her by, and shall report to the Board of Directors of the Company (the “Board”). Employee shall use all reasonable efforts to further the interests of Edgewater Delaware, the Company and its Subsidiaries and shall devote substantially all of her business time and attentions to her duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in more than five percent (5%) of the outstanding shares of companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s businessEdgewater Delaware) and devoting time to non-business related ventures, such as real estate investments and charitable activitiesinvestments, so long as such activities do not prevent, prevent or materially interfere, interfere with Employee’s performance of her obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of Edgewater Delaware and/or the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her in connection with the performance of her duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by Edgewater Delaware and/or the Company.

Duties and Performance. (a) During the Termterm of this Agreement, Employee shall be employed by the Company on a full-time basis as President and Chief Executive Officer of the Company Company's subsidiary Mega Force Staffing Services, Inc. and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her by, him and shall report to the Chief Executive Officer of the Company or any other person designated by the Board of Directors of the Company (the “Board”"Board of Directors"); provided, however, that without the approval of the Board of Directors, Employee may not, on behalf of the Company, (A) enter into employment arrangements for the Company's employees for any fixed term or duration, (B) borrow funds or make material capital expenditures or commitments, (C) sell common stock or any other security of the Company or acquire or sell any subsidiary of the Company, (D) alter or adopt any employee benefit plans, or (E) adopt or maintain any employee policy or program different from those of the Company on the Effective Date to the extent the Employee is knowledgeable with respect to such policy or program. The Company shall retain full direction and control of the means and methods by which the Employee performs the above services. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions attention to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Except for those business entities listed on Schedule 2(b), without the prior written approval of the Board of Directors (which the Board of Directors may grant or withhold in their sole discretion), Employee, during the term of this Agreement or any renewal thereof, will not (i) accept any other employment, (ii) serve on the board of directors or similar body of any other business entity, or (iii) engage, directly or indirectly, in any other business activity (whether or not pursued for pecuniary advantage) that is or may be competitive with, or that might place him in a competing position to, that of the Company or any of its Affiliates. (c) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that provided Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Term, Employee shall be employed on a full-time basis as President and Chief Executive Operating Officer of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her him by, and shall report to the Board of Directors Chief Executive Officer of the Company (the “Board”)Company. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her his obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she he primarily performs her his duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Term, Employee shall be employed on a full-time basis as President Executive Vice President—Chief Strategy Officer and Chief Executive Technology Officer of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her him by, and shall report to the Board of Directors Chief Executive Officer of the Company (the “Board”)Company. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her his obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she he primarily performs her his duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.

Duties and Performance. (a) During the Termterm of this Agreement, Employee shall be employed by the Company on a full-time basis as its Executive Vice President and Chief Executive Financial Officer of the Company and shall have such authority and shall perform such duties consistent with her his position as may be reasonably assigned to her by, him and shall report to the Chief Executive Officer of the Company or any other person designated by the Board of Directors; provided, however, that without the approval of the Board of Directors of the Company, Employee may not, on behalf of the Company, (A) enter into term employment arrangements for the Company's employees, (B) borrow funds or make material capital expenditures or commitments, (C) sell common stock or any other security of the Company or acquire or sell any subsidiary of the Company, (D) alter or adopt any employee benefit plans, or (E) adopt or maintain any employee policy or program different from those of the “Board”)Company on the effective date hereof. The Company shall retain full direction and control of the means and methods by which the Employee performs the above services. Employee shall use all reasonable efforts to further the interests of the Company and its Subsidiaries and shall devote substantially all of her his business time and attentions attention to her his duties hereunder; provided, however, that Employee shall not be prohibited from making investments of a passive nature (other than investment in companies engaged in competition with the Company; provided, Employee shall not prohibited from being a passive owner of not more than three percent (3%) of the outstanding capital stock of a entity which is publicly-traded, as long as the Employee has no active participation in such entity’s business) and devoting time to non-business related ventures, such as real estate investments and charitable activities, so long as such activities do not prevent, or materially interfere, with Employee’s performance of her obligations hereunder. At all times during the Term: (i) Employee’s office and the base from which she primarily performs her duties hereunder shall be located at the Company’s offices which shall not be located more than twenty (20) miles from Wakefield, Massachusetts, unless otherwise agreed to by Employee; and/or (ii) Employee shall not be required to travel domestically more than twenty (20) miles from the Company’s offices in Wakefield, Massachusetts or internationally, except as agreed to by Employee. (b) Except with the prior written approval of the Board of Directors (which the Board of Directors may grant or withhold in their sole discretion), Employee, during the term of this Agreement, will not (i) accept any other employment, (ii) serve on the board of directors or similar body of any other business entity, or (iii) engage, directly or indirectly, in any other business activity (whether or not pursued for pecuniary advantage) that is or may be competitive with, or that might place him in a competing position to, that of the Company or any of its affiliates. (c) Employee shall be entitled to be reimbursed in accordance with the policies of the Company, as adopted and amended from time to time, for all reasonable and necessary expenses incurred by her him in connection with the performance of her his duties of employment hereunder; provided, however, that provided Employee shall, as a condition of such reimbursement, submit verification of the nature and amount of such expenses in accordance with the reimbursement policies from time to time adopted by the Company.