Common use of Position, Duties, Responsibilities and Authority Clause in Contracts

Position, Duties, Responsibilities and Authority. During the Transition Period, Employee shall be employed as the Chief Strategy Officer and shall report to the interim Chief Executive Officer. Employee shall have the following duties, responsibilities and authority (collectively, “Duties”): (a) ensure the successful onboarding of the non-interim Chief Executive Officer and Chief Operations Officer placements through open communication, knowledge transfer and cooperation with all cross functional teams; (b) provide and openly share with successors all historical information relating to company procedures, IP, departmental operations, KOL’s, customers, institutions, studies, trade secrets and company history; (c) facilitate introductions and continue interaction with key customers, vendors and other important industry contacts; (d) represent the Company at trade shows and other industry functions as requested; (e) identify joint ventures and strategic partnerships to monetize the Company’s patent portfolio; and (f) other deliverables as identified by the interim or non-interim Chief Executive Officer. Employee shall perform the Duties to the best of his abilities and working toward the best interests of the Company at all times, including without limitation, not disparaging the Company, its products, services, employees, officers, directors, or agents. Other than participation in Boards of Directors of companies that are not in competition with Company, such participation to be disclosed by Employee to the Board of Directors, during the Transition Period, Employee shall devote Employee’s full working time, attention and efforts satisfying Employee’s Duties, subject to Employee’s reasonable use of vacation leave during the Transition Period; provided, however, that the Company may, at any time and for any reason, relieve Employee of some or all of Employee’s Duties during any part of the Transition Period. Upon the termination of Employee’s employment for any reason, Employee shall follow all applicable policies and procedures previously adopted by the Company or adopted by the Company during the Transition Period, including without limitation policies related to business ethics, non-discrimination, conflict of interest, confidentiality and protection of trade secrets, to the extent Employee’s obligations survive the Separation Date, and Employee shall not engage in any activity during the Transition Period that is detrimental or is reasonably likely to be detrimental to the Company’s best interests or that violates any terms of the Employee Agreement.