Offices and Duties. The provisions of this Section 3 will apply during the Term, except as otherwise provided in Section 7(c) or 7(e):
Offices and Duties. The provisions of this Section 3 will apply during the Term:
Offices and Duties. (a) The Company hereby employs Executive during the Term (as hereinafter defined) to serve as the Company's Executive Vice President and Chief Financial Officer. As such, Executive shall have principal responsibility and authority (subject to the provisions of Section 1(c)) to administer all financial and accounting functions for the Company and its subsidiaries, including without limitation with respect to:
(i) financial recordkeeping and reporting;
(ii) interfacing with the Company's independent auditors;
(iii) preparation and interpretation of budgets, projections and other financial analyses;
(iv) tax reporting and compliance;
(v) cash management; and
(vi) reporting to and advising the Company's Board of Directors and executive management on financial, accounting, tax and compensation matters. Within the scope of such functions and duties, Executive shall perform such administrative and supervisory services on behalf of the Company as the Company's Board of Directors or a Superior Officer (as hereinafter defined) may from time to time reasonably direct. The Company's Board of Directors or a Superior Officer may appoint or designate Executive to serve in such other corporate offices of the Company or a Subsidiary (as hereinafter defined) as they may from time to time deem necessary, proper or advisable; provided that, without his consent (which shall not be unreasonably withheld), Executive shall not be required to occupy or serve in any office which (i) is not reasonably related to his functions and duties as Chief Financial Officer and (ii) involves other substantial duties or liabilities.
(b) Executive shall devote substantially all of his business time and attention to the business and affairs of the Company.
(c) Executive shall at all times be subject to the direction and control of the Company's Board of Directors and the Superior Officers and observe and comply with such rules, regulations, policies and practices as the Company's Board of Directors or the Superior Officers may from time to time establish.
(d) Executive hereby accepts such employment and agrees that throughout the Term he shall faithfully, diligently and to the best of his ability, in furtherance of the business of the Company, perform the duties assigned to him or incidental to the offices assumed by him pursuant to this Section.
Offices and Duties. The Company hereby employs Executive during the Term (as hereinafter defined) to serve as the Company’s President and Chief Executive Officer and to perform such executive and supervisory duties on behalf of the Company as the Company’s Board of Directors may from time to time reasonably direct. Executive hereby accepts such employment and agrees that throughout the Term he shall faithfully, diligently and to the best of his ability, in furtherance of the business of the Company, perform the duties assigned to him or incidental to the offices assumed by him pursuant to this Section. Executive shall devote substantially all of his business time and attention to the business and affairs of the Company, but Executive shall not be required to devote any minimum amount of time or report or perform his duties hereunder on a fixed or periodic basis, and Executive may engage or participate in such other activities incidental to any other employment, occupation or business venture or enterprise as do not materially interfere with or compromise his ability to perform his duties hereunder. Executive shall at all times be subject to the direction and control of the Company’s Board of Directors, and observe and comply with such rules, regulations, policies and practices as the Company’s Board of Directors may from time to time establish.
Offices and Duties. The Company hereby employs Executive during the Term (as hereinafter defined) to serve as the General Manager of Flying Colors' operations with the divisional title of Senior Vice President - Development and to perform such executive and supervisory duties on behalf of Flying Colors as the Board of Directors or an executive officer of the Company or the Board of Directors or an executive officer of Flying Colors may from time to time reasonably direct; provided that such duties are substantially within the scope of the duties required to be performed by Executive for Flying Colors immediately prior to the date hereof. The Board of Directors of Flying Colors may elect or designate Executive to serve in such other corporate offices of Flying Colors or a subsidiary thereof as they may from time to time deem necessary, proper or advisable. Executive hereby accepts such employment and agrees that throughout the Term he shall faithfully, diligently and to the best of his ability, in furtherance of the business of the Company and Flying Colors, perform the duties assigned to him or incidental to the offices assumed by him pursuant to this Section. Executive shall devote substantially all of his business time and attention to the business and affairs of the Company, but Executive shall not be required to devote any minimum amount of time or report or perform his duties hereunder on a fixed or periodic basis, and Executive may engage or participate in such other activities incidental to any other employment, occupation or business venture or enterprise as do not materially interfere with or compromise his ability to perform his duties hereunder. Executive shall at all times be subject to the direction and control of the Boards of Directors of the Company and Flying Colors, respectively, and observe and comply with such rules, regulations, policies and practices as the Board of Directors of the Company or of Flying Colors may from time to time establish.
Offices and Duties. Commencing as of the date the Company consummates the acquisition of Artisan (the “Effective Date”), the Company agrees to employ Employee during the Term (as hereinafter defined) to manage the day-to-day activities of “artisan” and to perform such other duties and work with other employees of the Company and its Affiliates (as defined below, but essentially, IVFH and its subsidiaries, whether now in existence or later established) in connection therewith on behalf of the Company as the Board of Directors of the Company or the Company’s senior officers (e.g., the Chief Executive Officer or the President and Chief Information Officer) may from time to time reasonably direct. The Board of Directors of the Company may elect or designate Employee to serve in such corporate offices of the Company or an Affiliate as it may from time to time deem necessary, proper or advisable with the consent of Employee, which shall not be unreasonably withheld or delayed. Employee hereby accepts such employment and agrees that throughout the Term he shall faithfully, diligently and to the best of his ability, in furtherance of the business of the Company and its Affiliates, perform the duties assigned to him pursuant to this Section. Employee shall devote all of his business time and attention to the business and affairs of the Company. The previous sentence notwithstanding, Employee may, during business hours, (i) attend to personal matters involving charitable activities and passive investments and (ii) devote less than 5% of his time to the business of W.A. Imports, Inc., a corporation formed under the laws of Illinois which is in the business of importing, distributing and/or manufacturing citrus products and condiments (“WAI”), which business activities shall be limited to preparing sales invoices and attending trade shows, provided that these matters do not interfere with the performance of his duties and responsibilities under this Agreement. Employee shall at all times be subject to the direction and control of the Board of Directors of the Company and observe and comply with such rules, regulations, policies and practices as the Board of Directors of the Company may from time to time reasonably establish in the exercise of its good faith discretion. The term “Affiliate” means, at any time during the Term, any company, corporation, partnership, association or entity of any type or nature that controls or is controlled by the Company, or is under common control with the...
Offices and Duties. During the Term, the Executive will serve as Senior Vice President of Sales and Global Marketing for the Company, and as an officer or director of any subsidiary or affiliate of the Company if elected to any such position by the shareholders or by the Board of Directors of the Company or any subsidiary or affiliate, as the case may be. In such capacities, the Executive shall perform such duties and shall have such responsibilities as are normally associated with such positions and as otherwise may be assigned to the Executive from time to time by the Chief Executive Officer or Chief Operating Officer of the Company, or upon the authority of the Board of Directors of the Company. Subject to Section 5(e), Executive’s functions, duties and responsibilities are subject to reasonable changes as the Company may in good faith determine. The Executive hereby agrees to accept such employment and to serve the Company to the best of the Executive’s ability in such capacities, devoting substantially all of the Executive’s business time to such employment.
Offices and Duties. Commencing with the Effective Date, the Company hereby employs Executive during the Term (as hereinafter defined) to serve as a Senior Vice President-Finance of the Company, responsible for coordinating the merger of the operations of Toymax International and its Affiliates with the operations of the Company and its other Affiliates, and for management of the Company and its Affiliates' banking, accounts receivable, and international financial functions, and to perform such executive and supervisory duties in connection therewith on behalf of the Company as the Board of Directors of the Company or a senior executive officer of the Company may from time to time direct that are consistent with Executive's position. The Board of Directors of the Company may elect or designate Executive to serve in such other corporate offices of the Company or a subsidiary thereof as they may from time to time deem necessary, proper or advisable with the consent of the Executive, which shall not be unreasonably withheld or delayed. Executive hereby accepts such employment and agrees that throughout the Term he shall faithfully, diligently and to the best of his ability, in furtherance of the business of the Company, perform the duties assigned to him or incidental to the offices assumed by him pursuant to this Section. Executive shall devote all of his business time and attention to the business and affairs of the Company. Executive shall at all times be subject to the direction and control of the Board of Directors of the Company and observe and comply with such rules, regulations, policies and practices as the Board of Directors of the Company may from time to time reasonably establish in the exercise of their good faith discretion.
Offices and Duties. During the term of his employment, Executive will perform such duties as the Board of Directors of the Company ("BOARD") may prescribe from time to time, consistent with Executive's titles, and Executive shall report to the Board. Executive agrees that during the term of his employment, he will devote substantially all of his business time and attention to fulfilling his duties under this Agreement. Notwithstanding the foregoing, nothing in this Agreement shall preclude Executive from devoting reasonable periods of time and effort to (i) charitable, community and personal activities, (ii) management of his personal investment assets, and (iii) with the approval of the Board, serving as a director or advisor of any other business entity; provided, however, that in each case, such activity does not interfere in any material respect with the performance by Employee of his duties hereunder, and does not violate SECTION 4 hereof. Executive hereby represents and warrants that neither Executive's entry into this Agreement nor Executive's performance of his obligations hereunder will conflict with or result in a breach of the terms, conditions or provisions of any other agreement or obligation of any nature to which Executive is a party or by which Executive is bound, including, without limitation, any employment agreement, non-competition agreement or confidentiality agreement entered into by Executive.
Offices and Duties. The EMPLOYEE shall be appointed and/or elected, and shall serve, as the _______________________of the CORPORATION for the term of his employment hereunder. Should the CORPORATION decide to alter the titles and/or positions, it must provide the EMPLOYEE with an essentially equivalent or better position, with equivalent or better salary and benefits.
