Common use of Position Duties and Responsibilities Place of Performance Clause in Contracts

Position Duties and Responsibilities Place of Performance. (a) Position, Duties, and Responsibilities. From the Initial Commencement Date through the date that the Spinoff is completed (the “Spinoff Date”), Executive shall be employed and serve as Executive Adviser-Real Estate of the Company and shall have such duties and responsibilities commensurate with such title and as the Company’s Chief Executive Officer (before the Spinoff) shall designate from time to time. Beginning with the Spinoff Date and during the remainder of the Term of Employment, Executive shall be employed and serve as the Chief Executive Officer and President of the Company (together with such other position or positions consistent with Executive’s title as the Board shall specify from time to time) and shall have such duties and responsibilities commensurate with such title and as the Board may designate from time to time. Executive shall at all times after the Spinoff Date be the highest ranking officer of the Company and shall report exclusively to the Board and/or such committees thereof as the Board may designate. In addition, on and after the Spinoff Date, Executive shall be appointed to serve as a director on the Board and, at each annual stockholders meeting during the Term of Employment, shall be nominated for re-election to the Board, in each case to the extent not inconsistent with the fiduciary duties of the Board in making such appointment and renomination. If requested by the Company, Executive also agrees to serve as the chief executive officer and/or director of any other member of the Company Group, in each case without additional compensation. Executive shall be based at the Company’s corporate headquarters in McLean, Virginia, unless and until the corporate headquarters are moved to another location, which will then be the location where Executive is based.

Appears in 1 contract

Samples: Executive Employment Agreement (Park Hotels & Resorts Inc.)

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Position Duties and Responsibilities Place of Performance. (a) PositionAs from 27 November 2017, Dutiesthe Executive has been appointed as an Executive Officer of the Teva Group in the role of Executive Vice President, and Responsibilities. From the Initial Commencement Date through the date that the Spinoff is completed Growth Markets Commercial which was subsequently renamed as International Markets Commercial (the “Spinoff DateRole”). In such capacity, the Executive reports directly to the President and Chief Executive Officer of Teva Pharmaceutical Industries, Ltd. (“TPI”). In addition, the Executive has such additional executive duties and responsibilities as may be assigned to him by the President and Chief Executive Officer of TPI. If the Executive is appointed as a director or officer of TPI and/or any of its subsidiaries or affiliates (jointly: the “Teva Group” or the “Group Companies” and each severally a “Group Company”), the Executive shall serve in such capacity or capacities without additional compensation. (b) The Executive’s principal place of employment is at TPE headquarters in the Netherlands, except that during the Relocation Term (as defined below) Executive’s principal place of employment shall be employed at TPI’s headquarters in Israel. The Executive understands and serve as agrees that it is expected that the Executive Adviser-Real Estate will be required to travel extensively (including internationally) in connection with the performance of his duties hereunder. (c) Notwithstanding anything in this Agreement to the Company and shall have such duties and responsibilities commensurate with such title and as contrary, the Company’s Chief Executive Officer Executive, while outside of Israel, (before the Spinoffi) shall designate not have authority to bind TPI and (ii) shall be subject to such further restrictions as to his activities on behalf of TPI or its subsidiaries as may be determined by TPI from time to time. Beginning with the Spinoff Date and during the remainder of the Term of Employment, . (d) The Executive shall be employed and serve as perform his duties under the Chief Executive Officer and President of the Company (together with such other position or positions consistent with Executive’s title as the Board shall specify from Employment Contract on a full-time to time) and shall have such duties and responsibilities commensurate with such title and as the Board may designate from time to time. Executive shall at all times after the Spinoff Date be the highest ranking officer of the Company and shall report exclusively to the Board and/or such committees thereof as the Board may designate. In addition, on and after the Spinoff Date, Executive shall be appointed to serve as a director on the Board and, at each annual stockholders meeting during the Term of Employment, shall be nominated for re-election to the Board, in each case to the extent not inconsistent with the fiduciary duties of the Board in making such appointment and renomination. If requested by the Company, Executive also agrees to serve as the chief executive officer and/or director of any other member of the Company Group, in each case without additional compensationbasis. Executive shall be based at required to occasionally perform his duties during weekends and/or on public holidays, and/or outside regular office hours and/or in excess of the Companynumber of contractual working hours, if such is reasonably necessary for the proper performance of the Executive’s corporate headquarters duties under the Employment Contract (“Overtime”). Sufficient remuneration for Overtime shall be deemed included in McLean, Virginia, unless the Base Salary and until the corporate headquarters are moved Executive shall therefore not be entitled to another location, which will then be the location where Executive is basedany (additional) remuneration for Overtime.

Appears in 1 contract

Samples: Employment Agreement (Teva Pharmaceutical Industries LTD)

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Position Duties and Responsibilities Place of Performance. (a) Position, Duties, and Responsibilities. From the Initial Commencement Date through the date that the Spinoff is completed (the “Spinoff Date”), Executive shall be employed and serve as Executive Adviser-Real Estate of the Company and shall have such duties and responsibilities commensurate with such title and as the Company’s Chief Executive Officer (before the Spinoff) shall designate from time to time. Beginning with the Spinoff Date and during the remainder of During the Term of Employment, Executive Employee shall be employed and serve as the Chief Executive Officer and President of the Company (together with such other position or positions consistent with Executive’s title as the Board shall specify from time to time) and shall have such duties and responsibilities commensurate typically associated with such title title, including, without limitation, the sole authority to hire or terminate all other officers, senior executives and as the Board may designate from time to time. Executive shall at all times after the Spinoff Date be the highest ranking officer advisors of the Company and shall report exclusively to the Board and/or such committees thereof as the Board may designatein accordance with this Section 3. In addition, on and after the Spinoff Date, Executive Employee shall be appointed to the Board on the Commencement Date, and shall serve as a director on member of the Board and, at each annual stockholders meeting during the Term of Employment, shall be nominated for re-election to the Board, in each case to the extent not inconsistent with the fiduciary duties of the Board in making such appointment and renominationEmployment without additional compensation. If requested by the Company, Executive Employee also agrees to serve as the chief executive an officer and/or director of the Company or any other member subsidiary of the Company GroupCompany, in each case without additional compensation. All officers, senior executives and advisors of the Company will report, directly or indirectly, to Employee, and no other officers, senior executives or advisors of the Company will report directly to the Board; provided, however, that nothing in this Section 3 shall preclude (i) the Audit Committee of the Board from retaining independent accountants that report directly to it, (ii) the Compensation Committee of the Board from retaining its own compensation consultants, investigation firms or legal counsel, or (iii) the Board or any committee thereof from retaining its own legal counsel. Throughout the Term of Employment, Employee will have the right, subject to reasonable prior notice to and consultation with (but explicitly not the prior consent of) the Board, to terminate the employment of any other employee of the Company or any of its subsidiaries. Employee will also have the right to hire employees on behalf of the Company, provided that the compensation to any such new proposed hires that are at the senior executive level (defined by cash compensation in excess of $300,000 per year for each such senior executive) will be subject to customary approval by the Compensation Committee of the Board of the appropriateness of such compensation in accordance with prevailing business practices. Notwithstanding the foregoing but in no way limiting or reducing Employee’s right to any and all compensation arising hereunder from and after the Commencement Date hereof, Employee’s responsibilities as Chief Executive Officer of the Company as set forth in this Section 3(a) shall be based at automatically commence immediately following the complete and final filing of the Company’s Form 10-Q for the fiscal quarter ended September 30, 2005. (b) Subject to the terms and conditions set forth in this Agreement, Employee shall devote his full business time, attention, and efforts to the performance of his duties under this Agreement and shall not engage in any other business or occupation during the Term of Employment, including, without limitation, any activity that (x) conflicts with the interests of the Company or its subsidiaries, (y) interferes with the proper and efficient performance of his duties for the Company, or (z) interferes with the exercise of his judgment in the Company’s best interests. Notwithstanding the foregoing, nothing herein shall preclude Employee from (i) serving, with the prior written consent of the Board, as a member of the board of directors or advisory boards (or their equivalents in the case of a non-corporate headquarters entity) of non-competing businesses, (ii) engaging in McLeancharitable activities and community affairs, Virginiaincluding serving as a member of the board of directors or advisory boards of charitable organizations, unless and until (iii) subject to the corporate headquarters are moved terms and conditions set forth in Section 9 hereof, managing his personal investments and affairs; provided, however, that the activities set out in clauses (i), (ii) and (iii) shall be limited by Employee so as not to another locationmaterially interfere, which will then individually or in the aggregate, with the performance of his duties and responsibilities hereunder. (c) Employee’s principal place of employment shall be the location where Executive is basedin West Palm Beach, Florida, although Employee understands and agrees that he may be required to travel from time to time for business reasons.

Appears in 1 contract

Samples: Employment Agreement (Paxson Communications Corp)

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