Duties of the Director. The Director shall during the Employment:-
Duties of the Director. 1.1 The Director shall carry out his/her duty as an independent director to the Company for a term of one year unless terminated earlier by the majority vote of the board of directors and shall make himself or herself available to perform such functions in keeping with all the applicable laws, rules and regulations of the United States and the People’s Republic of China, including not limited to the applicable securities laws, the laws of the State of Delaware.
1.2 The Director hereby agrees faithfully to render the service expected of an independent director and to promote the interests of the Company to the best of his ability and keep his or her duty of care, confidentiality and loyalty among other duties. The Director further agrees to devote necessary time, attention, skill and best efforts to the performance of his duties under this Agreement.
1.3 The Director shall have such power and authority as shall reasonably be required to enable him to perform his duties hereunder in an efficient manner.
1.4 The Director shall not self-deal or do anything harmful to the interest of the Company or its shareholders and shall not engage in any xxxxxxx xxxxxxx or similar activities.
1.5 The Director shall maintain her or his standing and capacity as an “independent director” under the relevant rules of the Securities and Exchange Commission and relevant rules and regulations of relevant stock exchanges and shall not engage in any employment or service with the Company or otherwise that may impair such standing.
Duties of the Director. The Director shall discharge the following duties:
a. direct the work of the Centre in conformity with the programmes and directives established by the Governing Board;
b. propose the draft work plan and budget to be submitted to the Governing Board for approval;
c. prepare the provisional agenda for the sessions of the Governing Board and submit to it any proposals that he or she may deem useful for the administration of the Centre;
d. prepare reports on the Centre’s activities to be submitted to the Governing Board and UNESCO;
x. perform civil juristic acts as legal representative of the Centre.
Duties of the Director. The Director shall discharge the following duties:
(a) direct the work of the Centre in conformity with the programmes and directives established by the Governing Board;
(b) propose all the working documents of the Governing Board, including the draft work plan and budget, to UNESCO at least six weeks before the Governing Board meeting. UNESCO will provide feedback within two weeks of receiving them. Finally, the Centre will submit to the Governing Board a final version of those documents at least two weeks before the meeting;
(c) prepare the provisional agenda for the sessions of the Governing Board and submit to it any proposals that he/she may deem useful for the administration of the Centre;
(d) prepare reports on the Centre’s activities to be submitted to the Governing Board, including as described in the above Article 7.2 (d) and (e);
(e) represent the Centre in law and in all civil acts.
Duties of the Director. Without limitation, among the duties which the Producer may assign to the Director, and which the Director will carry out, are the following:
a) Participating in the surveying and approval of all locations and their use as they pertain to the directorial concept and need to the extent not already approved at the time of the Director’s engagement;
b) Directorial planning and directorial breakdown of the Film’s shooting script;
c) Plotting the camera(s) angle(s) and composition of the Film within the frame (the Producer may require that the foregoing be enumerated and delivered to the Producer in a written document prior to the shooting, at a date to be mutually agreed between the parties);
d) Participating in determining the requirements of the Film set, costumes, makeup, props, etc., for their proper directorial perspective and mechanical functioning;
e) Participating in the final casting of all performers of the Film;
f) Participating in rehearsing actors;
g) Directing the action of all performers;
h) Directing the dialogue as well as pre-recording and post-recording of dialogue and attending all mixing sessions;
i) Directorial supervision of the duties of the entire crew during the rehearsal and shooting periods;
j) Making such minor script changes as necessary and as authorized by the Producer, within the Director’s scope of work, for the proper audiovisual presentation of the Film;
k) Participating in considerations about the utilization of trick shots, process plates, inserts, montages, miniatures, transparencies, background, stock material, optical devices, and glass and matte shots.
Duties of the Director.
a) Participating in the surveying and approval of all locations and their use as they pertain to the directorial concept and need to the extent not already approved at the time of the Director’s engagement;
b) Directorial planning and directorial breakdown of the Film’s shooting script;
c) Plotting the camera(s) angle(s) and composition of the Film within the frame (the Producer may require that the foregoing be enumerated and delivered to the Producer in a written document prior to the shooting, at a date to be mutually agreed between the parties);
d) Participating in determining the requirements of the Film set, costumes, makeup, props, etc., for their proper directorial perspective and mechanical functioning;
e) Participating in the final casting of all performers of the Film;
f) Participating in rehearsing actors;
g) Directing the action of all performers;
h) Directing the dialogue as well as pre-recording and post-recording of dialogue and attending all mixing sessions;
i) Directorial supervision of the duties of the entire crew during the rehearsal and shooting periods;
j) Making such minor script changes as necessary and as authorized by the Producer, within the Director’s scope of work, for the proper audiovisual presentation of the Film;
k) Participating in considerations about the utilization of trick shots, process plates, inserts, montages, miniatures, transparencies, background, stock material, optical devices, and glass and matte shots.
Duties of the Director. (a) As Director your primary duties will be those specified in the: Trustee Handbook issues by the Mass Board of Library Commissioners – Chapter 1 – Duties and Responsibilities xxxx://xxxx.xxxxx.xx.xx/advisory/trustees/2012_handbook.pdf Relevant sections of the Town Charter (Chapter 140 of the Acts of 2011), as may be amended from time to time, or any other successor charter or special act that effectively repeals or amends the Town Charter xxxx://xxx.[MUNICIPALITY NAME]-xx.xxx under the “About [MUNICIPALITY NAME]” tab Relevant sections of the Town By-Laws xxxx://xxx.[MUNICIPALITY NAME]-xx.xxx under the “About [MUNICIPALITY NAME]” tab Job Description (copy attached)
(b) Recognizing that flexibility is required on the part of every employee, the Board may from time to time assign other duties to the Director consistent with her skills.
(c) The Director reports to the Board of Library Trustees and works collaboratively with town officials.
(d) The Director must receive a Certificate of Librarianship from the Mass Board of Library Commissioners by January 2, 2015. Failure to become certified by January 2, 2015 may result in termination.
Duties of the Director. 2.1 The Director shall conduct the business affairs of the Company in accordance with the provisions of law and the Articles of Association and, where applicable, in accordance with any Company Rules established by the shareholders for the Director as well as in accordance with the resolutions of a shareholders' meeting.
2.2 The Director shall comply with the directions of a shareholders' meeting.
2.3 The Director shall devote his full time and attention to the Company. The Director is not allowed to undertake any work other than that for the Company. Any deviations from this rule require the previous written agreement of the shareholders.
Duties of the Director. 3.1 In the capacity specified in Sub-clause 2.1 the Director shall during the continuance of this Contract:
3.1.1 faithfully and diligently exercise and carry out all such powers and duties in relation to the Company and the Group and its business and the respective businesses of the members of the Group, as may from time to time be conferred on him or vested in him by the Board;
3.1.2 at the request of the Board serve as director of the Company and any member of the Group and except with the consent of the Board not resign from office as such director;
3.1.3 obey all lawful and reasonable directions of the Board;
3.1.4 use his best endeavours to promote the interests of the Company or any member of the Group;
3.1.5 keep the Board promptly and fully informed (in writing if so requested) of his conduct of the business or affairs of the Company or any member of the Group and provide such explanations as the Board may require;
3.1.6 not at any time make any untrue or misleading statement relating to the Company or any member of the Group;
3.1.7 in pursuance of his duties hereunder perform such services for members of the Group other than the Company as the Board may from time to time reasonably require; and
3.1.8 undertake such travel both within the United Kingdom and abroad as may be reasonably necessary for the proper performance of his duties.
3.2 The Director shall not at any time during the continuance of this Contract do anything which may in the reasonable opinion of the Board bring the Company or any member of the Group into disrepute or harm the goodwill or the reputation of the Company or any member of the Group.
Duties of the Director. 4.1 The Director shall serve as non-executive director on the Board.
4.2 In addition to the foregoing, the Director shall be required to serve as a member of the Company’s Audit Committee, Nominating Committee and Compensation Committee.
4.3 During the Appointment the Director shall:
(a) act as a director of the Company;
(b) abide by any statutory, fiduciary or common-law duties to the Company;
(c) not do anything that would cause her to be disqualified from acting as a director;
(d) faithfully and diligently exercise such powers and perform such duties as may from time to time be assigned to her by the Company;
(e) comply with all reasonable and lawful directions given to her by the Company;
(f) promptly make such reports to the Board in connection with the affairs of the Company on such matters and at such times as are reasonably required, and
(g) use reasonable endeavours to attend all meetings of the Board.
