Engagement; Duties. 1.1 The Company hereby engages Consultant and the Consultant agrees to provide advice and services to the Company regarding the Services as determined form time to time by the Company. Consultant shall devote such time and effort to the consulting services hereunder as is necessary and proper for the fulfillment of Consultant's obligations hereunder.
1.2 Consultant shall report regularly to the President of the Company with respect to Consultant's activities hereunder.
Engagement; Duties. The Company hereby engages the Executive as its ------------------ Chief Executive Officer, and as an officer of its Subsidiaries, and the Executive accepts such engagement, upon the terms and conditions set forth below. As Chief Executive Officer of the Company, and as an officer of the Subsidiaries, the Executive shall do and perform all services, acts, or things necessary or advisable that a Chief Executive Officer of the Company and an executive officer of the Subsidiaries would customarily be empowered and authorized to do, and perform by law and under the Company's (and/or its Subsidiaries') Bylaws, including without limitation:
(i) Managing, conducting and supervising the day-to-day business of the Company (and/or its Subsidiaries) such as, by way of example and not limitation, hiring and firing employees and consultants and establishing compensation levels for such employees and consultants; and negotiating and entering into contracts on behalf of the Company (and/or its Subsidiaries) with respect to the ordinary operations of the business of the Company (and/or its Subsidiaries) such as, by way of example and not limitation, exploration, equipment, purchase and lease contracts;
(ii) On behalf of the Company (and/or its Subsidiaries), negotiating and entering into agreements, contracts and/or joint ventures with third parties relating to the provision of SFD Data;
(iii) Acting as the Company's liaison with its attorneys, certified public accountants, bankers, joint venture partners, market makers for the Company's securities and the investment community; and
(iv) Developing and implementing long-term strategic, business and fiscal planning for the Company (and/or its Subsidiaries) and their businesses, including but not limited to plans or capital requirements for financing, the commercial exploitation of SFD Data, finance, and positioning the Company's securities in the various capital markets. The Executive shall report only to the Board, and any significant employment decisions and/or agreements, contracts and/or joint ventures negotiated by the Executive shall be subject to the review and approval/ratification of the Board. The Executive's responsibilities with respect to the Company and each of its Subsidiaries may be changed or supplemented by the Board from time-to-time, in their discretion. The Executive shall also hold such offices with the Subsidiaries and/or joint ventures of the Company (and/or its Subsidiaries) as the Board may, in its...
Engagement; Duties. Subject to the terms and conditions set forth herein, the Company shall employ Executive, and Executive shall serve the Company, as President during the Term (as defined in Section 2). In such capacity, Executive shall perform duties and be assigned responsibilities that are substantially similar to those performed by the Executive immediately prior to the date hereof and as may be assigned to him from time to time. During the Term, the Executive shall report to the Chief Executive Officer and Chief Operating Officer of NIM. During the Term, Executive shall use his reasonable efforts to promote the interests of the Company, shall perform his duties faithfully and diligently, consistent with sound business practices and shall devote his "full business time" to the performance of his duties for the Company in accordance with the terms hereof. For purposes of this Section 1, "full business time" shall mean an average of 37.5 hours per week for the Term as extended.
Engagement; Duties. 1.1 With effect from the effective date (as defined in Section 2), the Company employs Employee and Employee accepts employment with the Company as its Vice President of Corporate Strategy, upon the terms and conditions set forth herein. The Employee shall perform faithfully and diligently the duties customarily performed by persons in the position for which Employee is engaged. Employee shall devote Employee's full business time and efforts to rendition of such services and to the performance of such duties as are set forth herein. The Employee shall further have such duties and responsibilities commensurate with his position as may be assigned to him from time to time by the Chief Executive Officer.
1.2 The Employee's authority shall be subject to the authority of the Chief Executive Officer, to whom the Employee shall report.
1.3 The Parties acknowledge and agree that the nature of the Employee's duties hereunder will also require substantial domestic and possible international travel.
Engagement; Duties. The Company hereby engages the Executive as ------------------ its Executive Vice President of Operations, and the Executive accepts such position, upon the terms and conditions set forth herein. As the Company's Executive Vice President of Operations, the Executive shall do and perform all services, acts, or things necessary or advisable to discharge his duties as the Company's Executive Vice President of Operations under this Agreement and the Company's Bylaws including, but not limited to, the following:
(i) Planning, managing, conducting and supervising the day-to- day SFD survey and SFD interpretation operations of the Company (and/or its Subsidiaries), including the geological, geophysical, scientific, information systems, computer and aviation operational staff associated with such operations; and
(ii) Acting as the Company's liaison with its joint venture and survey partners in connection with the Company ongoing projects for such partners. The Executive shall report only to the Company's Chief Executive Officer and the Board, and any significant employment decisions and/or agreements, contracts and/or joint ventures negotiated by the Executive shall be subject to the review and approval/ratification of the Board. The Executive's responsibilities with respect to the Company and each of its Subsidiaries may be changed or supplemented by the Board from time-to-time, in their discretion. The Executive shall also hold such offices with the Subsidiaries and/or joint ventures of the Company as the Board may, in its discretion and with the consent of the Executive, from time-to-time determine. The Board shall determine the amount of the Executive's total remuneration which will be allocated to and paid by the Company and by each of its Subsidiaries. The Executive shall be reasonably available to travel as the needs of the Company's business may require. The Executive agrees to cooperate with and work to the best of his ability with the Company's (and/or its Subsidiaries') management team, which includes the Board and the executive officers, and to continually improve the Company's (and/or its Subsidiaries') reputation in its industry.
Engagement; Duties. 1.1 With effect from the effective date (as defined in Section 2), the Company employs Employee and Employee accepts employment with the Company as the Chief Financial Officer upon the terms and conditions set forth herein. The Employee shall perform faithfully and diligently the duties customarily performed by persons in the position for which Employee is engaged.
1.2 The Employee's authority shall be subject to the authority of the Chief Executive Officer of the Company.
Engagement; Duties. (a) The Company hereby engages the Consultant as a consultant to the Company during the Term (as hereinafter defined) to provide such advisory and other consulting services as the Company shall from time to time reasonably request or require, and the Consultant hereby accepts such engagement, all upon and subject to the terms and conditions hereinafter set forth. It is expected that Consultant's duties shall include consulting relating to (i) marketing; (ii) organizational and financial strategy; (iii) acquisitions and joint ventures; (iv) analyses of operations and management processes; (v) key personnel matters; and (vi) such other matters about which the Company may reasonably request.
(b) All consulting services to be performed by the Consultant hereunder shall be performed by Litt. Litt shall be available to the Company to provide such consulting services as the Company may request, provided that he shall not be required to make himself available for more than 15 full days during any calendar quarter during the Term (based upon eight working hours per day) unless the Company and the Consultant mutually agree to a greater number of full days. Unless the Company agrees otherwise, such consulting services shall be provided at the Company's headquarters in Huntington Station, New York, the Company's facilities in Jacksonville, Florida, or at the Consultant's place of business. However, Litt shall be available to travel as the Company's needs for his services require (subject to reimbursement of the Consultant's expenses with respect thereto as provided in Section 4(b) hereof).
(c) Neither the Consultant nor Litt shall not be prohibited from undertaking or engaging in additional consultancies or other business activities, provided that (i) the consultancies or business activities in which the Consultant or Litt, as the case may be, so engages do not result in a violation of Sections 5, 6 or 7 of this Agreement, and (ii) the performance by the Consultant or Litt, as the case may be, of its or his duties in connection with such additional consultancies or business activities will not materially impair the Consultant's or Litt's ability to perform its or his obligations under this Agreement.
Engagement; Duties. The Company hereby engages the Consultant to provide such advisory and consulting services to the Company as shall be mutually agreed between the Consultant and the Company from time to time, and the Consultant accepts such engagement for the term specified in Section 2 below (the "Term").
Engagement; Duties. The Company hereby engages the Executive as its ------------------ Projects Director, and the Executive accepts such position, upon the terms and conditions set forth herein. As the Company's Projects Director, the Executive shall be responsible for managing and handiing various research and development, proto-type development and product manufacturing projects, as well as such other things as may be necessary or advisable to discharge his duties as the Company's Projects Director under this Agreement and the Company's Bylaws. The Executive shall report only to the Board and the Company's President and Head of Research and Development. The Executive's responsibilities with respect to the Company and each of its Subsidiaries may be changed or supplemented by the Board from time-to- time, in their discretion. The Executive shall also hold such offices with the Subsidiaries and/or joint ventures of the Company as the Board may, in its discretion and with the consent of the Executive, from time-to-time determine. The Board shall determine the amount of the Executive's total remuneration which will be allocated to and paid by the Company and by each of its Subsidiaries. The Executive shall be reasonably available to travel as the needs of the Company's business may require.
Engagement; Duties. Subject to the terms and conditions set forth herein, the Company shall employ Executive, and Executive shall serve the Company, as Chief Financial Officer during the Term (as defined in Section 2). In such capacity, Executive shall perform duties and be assigned responsibilities that are customary for a person serving in such capacities for an entity engaged in a business similar to that of the Company as may be assigned to him from time to time by the Board of Directors of the Company. During the Term, the Executive shall report to the Chief Executive Officer and the Board of Directors of the Company. During the Term, Executive shall promote the interests of the Company, shall perform his duties faithfully and diligently, consistent with sound business practices and shall devote his full business time to the performance of his duties for the Company in accordance with the terms hereof, except as otherwise may be approved in writing by the Chief Executive Officer. Notwithstanding the foregoing, the parties acknowledge and agree that Executive may spend a portion of his business time as an advisor to the board of directors of an unaffiliated company for which he presently performs services, provided that, and only for so long as, such duties do not interfere with, or present conflict of interest issues with respect to, Executive's duties to the Company hereunder as determined in good faith by the Board of Directors of the Company.
