Position and Duties; Place of Performance. (a) The Executive will serve as Chief Executive Officer of Holdings, and in such role Executive shall have such duties, responsibilities and authority customarily possessed by an executive in such position (subject to the input, direction and oversight of the board of managers of Holdings (the “Board”)), together with such other duties as may reasonably be assigned from time-to-time by the Board. During the Term, the Executive will also be a member of the Board.
(b) The Executive will devote his full time and best efforts to his employment and perform diligently his duties hereunder; provided, the Executive may make personal investments, engage in such outside non-competitive business activities or engage in other activities for any charitable or other non-profit institution, provided that such activities do not materially interfere with the performance of the Executive’s duties hereunder. Executive’s principal place of work shall be located at Holdings’ principal office in Manhattan, New York.
(c) Executive shall at all times comply with, and be subject to, such reasonable policies, procedures, rules and regulations as the Employer may establish and maintain in effect from time to time, including the Employer’s Code of Conduct (collectively, the “Policies”).
Position and Duties; Place of Performance. (a) The Executive will serve as Chief Executive Officer of Holdings, and in such role Executive shall have such duties, responsibilities and authority customarily possessed by an executive in such position (subject to the input, direction and oversight of the board of managers of Holdings (the “Board”), together with such other duties as may reasonably be assigned from time-to-time by the Board. During the entire Term of Employment, the Executive will also be a member of the Board and the Executive Committee.
(b) The Executive will devote his full business time and best efforts to his employment and perform diligently his duties hereunder; provided, the Executive may (i) serve on the board of other for profit or non-profit entities, (ii) deliver lectures and fulfill speaking engagements and (iii) manage the Executive’s personal investments, so long as such activities do not significantly interfere with the performance and fulfillment of the Executive’s duties and responsibilities as an employee of Holdings in accordance with this Agreement and, in the case of the activities described in clause (i) of this proviso, such activities will be conditioned upon consent by the Board. Executive’s principal place of work shall be located at Holdings’ principal office in Manhattan, New York.
(c) Executive shall at all times comply with, and be subject to, such reasonable policies, procedures, rules and regulations as the Employer may establish and maintain in effect from time to time, including the Employer’s Code of Conduct (collectively, the “Policies”).
Position and Duties; Place of Performance. (a) The Executive will serve as Vice Chairman and Head of Corporate Strategy of Holdings, and in such role Executive shall have such duties, responsibilities and authority customarily possessed by an executive in such position (subject to the input, direction and oversight of the board of managers of Holdings (the “Board”)), together with such other duties as may reasonably be assigned from time-to-time by the Board. During the entire Term of Employment, the Executive will also be a member of the Board (though for the avoidance of doubt, the Nominating and Governance Committee of the Board shall retain the discretion to not nominate Executive for re-election as a director, and any such failure to nominate Executive shall not constitute a breach of this Agreement).
(b) The Executive will devote Executive’s full business time and best efforts to Executive’s employment and perform diligently Executive’s duties hereunder; provided, the Executive may (i) serve on the board of other for profit or non-profit entities, (ii) deliver lectures and fulfill speaking engagements and (iii) manage the Executive’s personal investments, so long as such activities do not significantly interfere with the performance and fulfillment of the Executive’s duties and responsibilities as an employee of Holdings in accordance with this Agreement and, in the case of the activities described in clause (i) of this proviso, such activities will be conditioned upon consent by the Board. The Executive’s principal place of work shall be located at Holdings’ principal office in Manhattan, New York.
(c) The Executive shall at all times comply with, and be subject to, such reasonable policies, procedures, rules and regulations as the Employer may establish and maintain in effect from time to time, including the Employer’s Code of Conduct (collectively, the “Policies”).
Position and Duties; Place of Performance. (a) The Executive will serve as Chief Financial Officer of the Company and will perform all duties customarily attendant to the position of Chief Financial Officer and such other duties as may reasonably be assigned from time-to-time by the Board of Directors (the "Board") that are consistent with his position as Chief Financial Officer.
(b) The Executive will devote his full business time and best efforts to his employment and perform diligently such duties as are consistent with his capacity as Chief Financial Officer of the Company and such other duties as the Board reasonably determines that are consistent with his position. The Executive will devote his entire working time and attention to the performance of his responsibilities hereunder; provided, the Executive may make personal investments, engage in outside non-competitive business activities or engage in other activities for any charitable or other non-profit institution, provided that such activities do not interfere with the performance of the Executive's duties hereunder.
(c) In connection with the Executive's employment by the Company, the Executive will be based at the Company's place of business which on the date hereof is located in Atlanta, Georgia, or such other location as may, subject to Section 8(d), be designated from time to time by the Board.
Position and Duties; Place of Performance. 3.1 Kraeutler shall serve as Chief Executive Officer of Meridian and shall perform all duties customarily attendant to that position and shall include those duties reasonably assigned to Kraeutler from time-to-time by the Board of Directors of Meridian.
3.2 Kraeutler shall devote substantially all of his working time and effort to Meridian and shall not, without Meridian’s prior written consent, furnish like or similar services to anyone else or engage directly or indirectly in any activity adverse to Meridian’s interests. Kraeutler will promote and develop business opportunities relating to Meridian’s current and anticipated future business that come to his attention in a manner consistent with Kraeutler’s duties and Meridian’s best interests.
3.3 In connection with Kraeutler’s employment by Meridian, Kraeutler will be based at the principal place of business of Meridian in Cincinnati, Ohio.
Position and Duties; Place of Performance. (a) The Consultant shall provide such consulting services to the Company as are reasonably requested by the Company from time to time.
(b) The Consultant shall devote such time to performing services hereunder as the Consultant and the Company may mutually agree from time to time.
Position and Duties; Place of Performance. (a) During the Employment Period, the Executive shall serve as Executive Vice President and General Counsel of the Company, subject to election by the Board of Directors of the Company (the "Board"). The Executive shall report to the Chairman of the Board and Chief Executive Officer of the Company (the "Chief Executive Officer"). During the Employment Period, the Executive shall have those powers and duties consistent with his positions and assigned by the Chief Executive Officer, including but not limited to managing the Company's worldwide legal affairs (including law-related strategic and policy issues); organizing the hiring, development, promotion and disposition of worldwide legal staff; and hiring and firing outside counsel. During the Employment Period, the Executive shall be a member of the Company's Executive Committee. The Executive agrees to devote substantially all of his working time to the performance of his duties for the Company. Notwithstanding the foregoing sentence, it shall not be a violation of this Agreement for the Executive to serve on corporate, civic or charitable boards or committees; provided, however, that his service on corporate boards or committees shall be subject to the consent of the Company, which consent shall not be unreasonably withheld; and provided further, however, that the Company shall be deemed to have given such consent with respect to those boards and committees on which the Executive serves as of the Effective Date.
(b) The principal place of employment of the Executive shall be at the Company's principal executive offices in Atlanta, Georgia.
Position and Duties; Place of Performance. During the Employment Period, the Executive shall serve as Chairman of the Board and President and Chief Executive Officer of the Company. The Executive shall report directly to the Board. The Executive's responsibilities and authority shall include such responsibilities and authority as may from time to time be assigned to the Executive by the Board, provided that such responsibilities and authority are consistent with the Executive's position with the Company. In connection with the Executive's employment by the Company, the Executive shall be based in Manhattan, New York, except for reasonably required travel on the Company's business.
Position and Duties; Place of Performance. During the Employment Period, the Executive shall serve as Chief Financial Officer and Treasurer of the Company. The Executive shall have the full responsibilities and authority attendant to such position and report directly to the Chairman, President and Chief Executive Officer of the Company. The Executive's responsibilities and authority shall include such responsibilities and authority as may from time to time be assigned to the Executive by the Chairman, President and Chief Executive Officer of the Company, provided that such responsibilities and authority are consistent with the Executive's position with the Company. During the Employment Period, the Executive shall also serve as Chief Financial Officer and Treasurer of various of the Company's subsidiaries, including, but not limited to, Euro Brokers Investment Corporation, EBI and Maxcor Financial Inc. (collectively, the "SUBSIDIARIES"). During the Employment Period, the Executive agrees to devote substantially all of his working time and efforts to the performance of his duties for the Company and the Subsidiaries. In connection with the Executive's employment by the Company, the Executive shall be based at the Company's principal executive offices in Manhattan, New York, except for reasonably required travel on the Company's business.
Position and Duties; Place of Performance. 3.1 Kraeutler shall continue to serve as Chief Executive Officer of Meridian and shall perform all duties customarily attendant to that position and shall include those duties reasonably assigned to Kraeutler from time-to-time by the Board of Directors of Meridian.
3.2 Kraeutler shall devote substantially all of his working time and effort to Meridian and shall not, without Meridian’s prior written consent, furnish like or similar services to anyone else or engage directly or indirectly in any activity adverse to Meridian’s interests. Kraeutler will promote and develop business opportunities relating to Meridian’s current and anticipated future business that come to his attention in a manner consistent with Kraeutler’s duties and Meridian’s best interests.
3.3 Kraeutler shall be primarily responsible for developing a succession plan, in consultation with the Board of Directors of Meridian from time-to-time, an initial draft of which shall be made available to the Board no later than December 31, 2012. In connection with executing this succession plan, Meridian and Kraeutler may enter into a consulting agreement under which Kraeutler will assist his successor in the transition of Kraeutler’s duties, if the Board of Directors of Meridian determines that such an arrangement would be in the best interests of Meridian. The terms of such consulting agreement will be negotiated between Kraeutler and Meridian and implemented at the discretion of the Board, but at a minimum will provide for compensation to Kraeutler on a retainer and per diem basis, as well as reimbursement by Meridian of Kraeutler’s out-of-pocket expenses incurred in performing his duties thereunder, a company car allowance and payment of professional memberships at a comparable level that Kraeutler was receiving at the date of his termination as provided herein.
3.4 In connection with Kraeutler’s employment by Meridian, Kraeutler will be based at the principal place of business of Meridian in Cincinnati, Ohio.
