Common use of Duties of the Senior Executive Clause in Contracts

Duties of the Senior Executive. 9.2.1 The general manager shall be responsible to the Board, and has the following powers: (1) Presiding over the Company’s production management, being responsible for the Company’s daily administrative, scientific research, management, production and other business activities; (2) Signing contracts for the daily business within the scope authorized by this Agreement; (3) Proposing to or submitting to the Board the business plans, investment plans, annual and quarterly budgets, forecast plans and reports required by the Board; (4) Organizing and implementing the Company’s annual business plans and investment programs; (5) Formulating the establishment programs of internal management organs of the Company, and the basic management system; (6) Stipulation and implementation of employee training programs; (7) Stipulation and implementation of the Company’s specific rules; (8) Formulating the Company’s overall remuneration, bonus and benefit policies, the Company’s equity incentive plans, executive stock ownership plans or similar programs; (9) Formulating the establishment program for the Company’s internal management; (10) Determining the appointment or dismissal of the employees, except appointment or dismissal which shall be resolved by the Board; (11) Determining the employment, retirement, salary, social welfare and labor protection of the Company’s employees unless otherwise provided in this Agreement; and (12) Dealing with any material matters other than those specified in Section 8.2.1 and all other matters authorized and directed by the Board. 9.2.2 The executive vice general manager shall assist the general manager in handling the Company’s daily operations and management, exercising of the duties of the general manager when the general manager cannot exercise his duties. 9.2.3 Unless otherwise approved by the Board, all the management shall work full-time in the Company and, in particular, shall not work part-time in other enterprises competing with the Company. For the purposes of this Section 9.2.3 only, if the Board authorizes any of the management in the Company to take up a part-time job in either Party or its Related Parties, the Parties hereby expressly acknowledge that such Party is deemed not to be competing with the Company. 9.2.4 The Senior Executives shall abide by the Articles of Association and other systems, faithfully perform their duties and protect the interests of the Company. The Senior Executives shall not use their position and authority in the Company for securing their own or Third Parties’ (including any Party to this Agreement) interests. 9.2.5 No Senior Executive shall be liable to the Company for any conduct carried out by the Senior Executive in the ordinary course of his duties (and the Company shall indemnify the Senior Executive against any liability to any Third Party) unless such conduct constitutes intentional misconduct, fraud, gross negligence or breach of the Laws. 9.2.6 The Board has the right to dismiss any Senior Executive who has engaged in malpractice or serious dereliction of duty. The general manager has the right to dismiss any other personnel of the Company who has engaged in malpractice or serious dereliction of duty.

Duties of the Senior Executive. 9.2.1 9.2.1. The general manager shall be responsible to the Board, and has the following powers: (1) Presiding over the Company’s 's production management, being responsible for the Company’s 's daily administrative, scientific research, management, production and other business activities; (2) Signing contracts for the daily business within the scope authorized by this Agreement; (3) Proposing to or submitting to the Board the business plans, investment plans, annual and quarterly budgets, forecast plans and reports required by the Board; (4) Organizing and implementing the Company’s 's annual business plans and investment programs; (5) Formulating the establishment programs of internal management organs of the Company, and the basic management system; (6) Stipulation and implementation of employee training programs; (7) Stipulation and implementation of the Company’s 's specific rules; (8) Formulating the Company’s 's overall remuneration, bonus and benefit policies, the Company’s 's equity incentive plans, executive stock ownership plans or similar programs; (9) Formulating the establishment program for the Company’s 's internal management; (10) Determining the appointment or dismissal of the employees, except appointment or dismissal which shall be resolved by the Board; (11) Determining the employment, retirement, salary, social welfare and labor protection of the Company’s 's employees unless otherwise provided in this Agreement (for the avoidance of doubt, the matters agreed upon in this Agreement to be decided by the Board shall be deemed as "otherwise provided in this Agreement"); and (12) Dealing with any material matters other than those specified in Section 8.2.1 and all other matters authorized and directed by the Board. 9.2.2 9.2.2. The executive vice general manager shall assist the general manager in handling the Company’s 's daily operations and management, exercising of the duties of the general manager when the general manager cannot exercise his duties. 9.2.3 9.2.3. Unless otherwise approved by the Board, all the management shall work full-time in the Company and, in particular, shall not work part-time in other enterprises competing with the Company. For the purposes of this Section 9.2.3 only, if the Board authorizes any of the management in the Company to take up a part-time job in either Party or its Related Parties, the Parties hereby expressly acknowledge that such Party is deemed not to be competing with the Company. 9.2.4 9.2.4. The Senior Executives shall abide by the Articles of Association and other systems, faithfully perform their duties and protect the interests of the Company. The Senior Executives shall not use their position and authority in the Company for securing their own or Third Parties’ ' (including any Party to this Agreement) interests. 9.2.5 9.2.5. No Senior Executive shall be liable to the Company for any conduct carried out by the Senior Executive in the ordinary course of his duties (and the Company shall indemnify the Senior Executive against any liability to any Third Party) unless such conduct constitutes intentional misconduct, fraud, gross negligence or breach of the Laws. 9.2.6 9.2.6. The Board has the right to dismiss any Senior Executive who has engaged in malpractice or serious dereliction of duty. The general manager has the right to dismiss any other personnel of the Company who has engaged in malpractice or serious dereliction of duty.

Duties of the Senior Executive. 9.2.1 The general manager shall be responsible to the Board, and has the following powers: (1) Presiding over the Company’s production management, being responsible for the Company’s daily administrative, scientific research, management, production and other business activities; (2) Signing contracts for the daily business within the scope authorized by this Agreement; (3) Proposing to or submitting to the Board the business plans, investment plans, annual and quarterly budgets, forecast plans and reports required by the Board;. (4) Organizing and implementing the Company’s annual business plans and investment programs; (5) Formulating the establishment programs of internal management organs of the Company, and the basic management system; (6) Stipulation and implementation of employee training programs; (7) Stipulation and implementation of the Company’s specific rules; (8) Formulating the Company’s overall remuneration, bonus and benefit policies, the Company’s equity incentive plans, executive stock ownership plans or similar programs; (9) Formulating the establishment program for the Company’s internal management; (10) Determining the appointment or dismissal of the employees, except appointment or dismissal which shall be resolved by the Board; (11) Determining the employment, retirement, salary, social welfare and labor protection of the Company’s employees unless otherwise provided in this Agreement; and (12) Dealing with any material matters other than those specified in Section 8.2.1 and all other matters authorized and directed by the Board. 9.2.2 The executive vice general manager shall assist the general manager in handling the Company’s daily operations and management, exercising of the duties of the general manager when the general manager cannot exercise his duties. 9.2.3 Unless From the date of Closing, unless otherwise approved by the Board, all the management shall work full-time in the Company and, in particular, shall not work part-time in other enterprises competing with the Company. For the purposes of this Section 9.2.3 only, if the Board authorizes any of the management in the Company to take up a part-time job in either Party or its Related Parties, the Parties hereby expressly acknowledge that such Party is deemed not to be competing with the Company. 9.2.4 The Senior Executives shall abide by the Articles of Association and other systems, faithfully perform their duties and protect the interests of the Company. The Senior Executives shall not use their position and authority in the Company for securing their own or Third Parties’ (including any Party to this Agreement) interests. 9.2.5 No Senior Executive shall be liable to the Company for any conduct carried out by the Senior Executive in the ordinary course of his duties (and the Company shall indemnify the Senior Executive against any liability to any Third Party) unless such conduct constitutes intentional misconduct, fraud, gross negligence or breach of the Laws. 9.2.6 The Board has the right to dismiss any Senior Executive who has engaged in malpractice or serious dereliction of duty. The general manager has the right to dismiss any other personnel of the Company who has engaged in malpractice or serious dereliction of duty.